Common use of Certain Notifications and Required Actions Clause in Contracts

Certain Notifications and Required Actions. During the period when a prospectus relating to the Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule), the Company shall promptly advise the Representatives in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the Commission; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as practicable. The Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 2 contracts

Samples: Underwriting Agreement (VBI Vaccines Inc/Bc), Underwriting Agreement (VBI Vaccines Inc/Bc)

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Certain Notifications and Required Actions. During the period when a prospectus relating to the Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule), the Company shall promptly advise the Representatives Representative in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the Commission; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale ProspectusPricing Disclosure Package, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus Pricing Disclosure Package or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale ProspectusPricing Disclosure Package, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares Common Stock from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as practicable. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 2 contracts

Samples: Underwriting Agreement (Vaxart, Inc.), Underwriting Agreement (Vaxart, Inc.)

Certain Notifications and Required Actions. During After the period when date of this Agreement and until such time as the Underwriters are no longer required to deliver a prospectus relating Prospectus in order to the confirm sales of Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule)Shares, the Company shall promptly advise the Representatives in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the Commission; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its reasonable best efforts to obtain the lifting of such order as soon as practicablepossible. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Aclaris Therapeutics, Inc.)

Certain Notifications and Required Actions. During After the date of this Agreement and during the period when a prospectus relating to the Offered Shares Firm Securities is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule), the Company shall promptly advise the Representatives Representative in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the CommissionCommission or any of the Securities Regulators; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority Securities Regulator of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares Firm Securities from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority of the Securities Regulator shall enter any such stop order at any time, the Company will use its reasonable best efforts to obtain the lifting of such order as soon as practicableat the earliest possible moment. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Helius Medical Technologies, Inc.)

Certain Notifications and Required Actions. During After the date of this Agreement and during the period when a prospectus relating to the Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule), the Company shall promptly advise the Representatives in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the CommissionCommission in relation to the Registration Statement, the Time of Sale Prospectus or the Prospectus; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as practicablepossible. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Corium International, Inc.)

Certain Notifications and Required Actions. During After the date of this Agreement and during the period when a prospectus relating to the Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule), the Company shall promptly advise the Representatives in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the Commission; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority issues a notice of objection, the Company will promptly take such steps including, without limitation, amending the Registration Statement of filing a new registration statement, at its own expense, as may be necessary to permit offers and sales of the Offered Shares by the Underwriters. If the Commission shall enter any such stop order at any time, the Company will use its reasonable best efforts to obtain the lifting of such order as soon as practicableat the earliest possible moment. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Pacific Biosciences of California, Inc.)

Certain Notifications and Required Actions. During After the date of this Agreement, and during the period when a prospectus relating to the Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule)delivered, the Company shall promptly advise the Representatives Representative in writing of: (i) of the receipt of any comments of, or requests for additional or supplemental information from, the Commission; , (ii) of the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; , (iii) of the time and date that any post-effective amendment to the Registration Statement becomes effective; effective and (iv) of the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as practicableat the earliest possible moment. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Unilife Corp)

Certain Notifications and Required Actions. During After the date of this Agreement and during the period when a prospectus relating to the Offered Shares Securities is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule), the Company shall promptly advise the Representatives Representative in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the Commission; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares shares of Common Stock from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its reasonable best efforts to obtain the lifting of such order as soon as practicableat the earliest possible moment. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Heron Therapeutics, Inc. /De/)

Certain Notifications and Required Actions. During After the period when date of this Agreement and until such time as the Underwriters are no longer required to deliver a prospectus relating Prospectus in order to confirm sales of the Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule)Shares, the Company shall promptly advise the Representatives in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the Commission; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its reasonable best efforts to obtain the lifting of such order as soon as practicablereasonably possible. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B 430A under the Securities Act and will use its commercially reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Abm Industries Inc /De/)

Certain Notifications and Required Actions. During After the period when date of this Agreement and until such time as the Underwriter is no longer required to deliver a prospectus relating Prospectus in order to confirm sales of the Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule)Securities, the Company shall promptly advise the Representatives Underwriter in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the CommissionCommission relating to the Registration Statement; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares Common Stock from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as reasonably practicable. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Collegium Pharmaceutical, Inc)

Certain Notifications and Required Actions. During After the period when a prospectus relating to the Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule)date of this Agreement, the Company shall promptly advise the Representatives Representative in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the CommissionCommission with respect to the Registration Statement; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; (iv) of any filing, submission, or communication with, any notice, request, order from, or any proceeding initiated or threatened by, the regulatory authorities in Israel with respect to the offering of the Offered Shares or any related action taken pursuant to this Agreement; and (ivv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as practicableat the earliest possible moment. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B 430A under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Nuvo Group Ltd.)

Certain Notifications and Required Actions. During After the period when a prospectus relating date of this Agreement and prior to the Offered earlier of (A) the end of the 30 day period set forth in Section 2(c) and (B) the First Closing Date or the Option Closing Date, as the case may be, following the full exercise of the Underwriters’ option to purchase Options Shares is required by set forth in Section 2(c), the Securities Act to be delivered (whether physically or through compliance with Rule 172 under Registration Statement, the Securities Act or any similar rule)Time of Sale Prospectus and the Prospectus, the Company shall promptly advise the Representatives in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the Commission; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as practicableat the earliest possible moment. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B 430A under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (National Storage Affiliates Trust)

Certain Notifications and Required Actions. During After the period when a prospectus relating to the Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule)date of this Agreement, the Company shall promptly advise the Representatives Representative in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the Commission, to the extent such comments or requests are related to the offering and sale of the Offered Shares; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as practicableat the earliest possible moment. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Cti Biopharma Corp)

Certain Notifications and Required Actions. During After the date of this Agreement and during the period when a prospectus relating to the Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule), the Company shall promptly advise the Representatives Representative in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the Commission; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement Statements or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement Statements becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement Statements or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares shares of Common Stock from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its reasonable best efforts to obtain the lifting of such order as soon as practicableat the earliest possible moment. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Heron Therapeutics, Inc. /De/)

Certain Notifications and Required Actions. During After the period when a prospectus relating to the Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule)date of this Agreement, the Company shall promptly advise the Representatives in writing (which may be by email) of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the CommissionCommission or the BCSC relating to the Registration Statement, the Time of Sale Prospectus, the Prospectus or the Canadian Prospectus received by the Company before the later of one year from the date of this Agreement or the expiration of the Prospectus delivery period pursuant to Rule 174 of the Securities Act; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority the BCSC of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, the Prospectus or the Canadian Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus prospectus, the Prospectus or the Canadian Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes; and (v) any order suspending the distribution of the Offered Shares or any other securities of the Company has been issued by any Canadian regulatory authority. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as practicableat the earliest possible moment. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B 430A under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Xenon Pharmaceuticals Inc.)

Certain Notifications and Required Actions. During After the period when date of this Agreement and until such time as the Underwriters are no longer required to deliver a prospectus relating Prospectus in order to confirm sales of the Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule)Shares, the Company shall promptly advise the Representatives in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the Commission; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its reasonable best efforts to obtain the lifting of such order as soon as practicableat the earliest possible moment. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Manchester United PLC)

Certain Notifications and Required Actions. During After the period when a prospectus relating to the Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule)date of this Agreement, the Company shall promptly advise the Representatives in writing (which may be by email) of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the CommissionCommission in relation to the Registration Statement, the Time of Sale Prospectus or the Prospectus; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as practicablepossible. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B 430A under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Dicerna Pharmaceuticals Inc)

Certain Notifications and Required Actions. During After the period when a prospectus relating to the Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule)date of this Agreement, the Company shall promptly advise the Representatives Representative in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the Commission and Canadian Commission; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectusU.S. Preliminary Prospectus, the Time of Sale Prospectus, any free writing prospectus or the ProspectusProspectuses; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority Commission of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectusU.S. Preliminary Prospectus, the Time of Sale Prospectus or the Prospectus Prospectuses or of any order preventing or suspending the use of any preliminary prospectusU.S. Preliminary Prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority Commission shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as practicableat the earliest possible moment. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Energy Fuels Inc)

Certain Notifications and Required Actions. During After the period when date of this Agreement and until such time as the Underwriters are no longer required to deliver a prospectus relating Prospectus in order to confirm sales of the Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule)Securities, the Company shall promptly advise the Representatives in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the Commission; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares shares of Common Stock from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as practicableat the earliest possible moment. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Vistagen Therapeutics, Inc.)

Certain Notifications and Required Actions. During After the period when a prospectus relating to the Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule)date of this Agreement, the Company shall promptly advise the Representatives Representative in writing (which may be by electronic mail) of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the Commission; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Offered Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as practicableat the earliest possible moment. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B 430A under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Gambling.com Group LTD)

Certain Notifications and Required Actions. During the period when a prospectus relating to the Offered Shares Securities is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule), the Company shall promptly advise the Representatives in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the Commission; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Common Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Common Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as practicable. The Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (VBI Vaccines Inc/Bc)

Certain Notifications and Required Actions. During After the period when a prospectus relating date of this Agreement and prior to the Offered earlier of (A) the end of the 30 day period set forth in Section 2(c) and (B) the First Closing Date or the Option Closing Date, as the case may be, following the full exercise of the Underwriter’s option to purchase Options Shares is required by set forth in Section 2(c), the Securities Act to be delivered (whether physically or through compliance with Rule 172 under Registration Statement, the Securities Act or any similar rule)Time of Sale Prospectus and the Prospectus, the Company shall promptly advise the Representatives Underwriter in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the Commission; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as practicableat the earliest possible moment. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B 430A under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (National Storage Affiliates Trust)

Certain Notifications and Required Actions. During After the period when a prospectus relating to date of this Agreement and until 90 days after the completion of the distribution of the Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule)Securities, the Company shall promptly advise the Representatives Representative in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the Commission; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares shares of Common Stock from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as practicable. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Threshold Pharmaceuticals Inc)

Certain Notifications and Required Actions. During After the date of this Agreement and during the period when a prospectus relating to the Offered Shares Securities is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule), the Company shall promptly advise the Representatives Representative in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the CommissionCommission or any of the Canadian Securities Regulators; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority Securities Regulator of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any of the Canadian securities regulatory authority Securities Regulators shall enter any such stop order at any time, the Company will use its reasonable best efforts to obtain the lifting of such order as soon as practicableat the earliest possible moment. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Planet 13 Holdings Inc.)

Certain Notifications and Required Actions. During After the period when date of this Agreement and until such time as the Underwriters are no longer required to deliver a prospectus relating Prospectus in order to the confirm sales of Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule)Securities, the Company shall promptly advise the Representatives in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the Commission; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or the F-6 Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement or the F-6 Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or the F-6 Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares Offered Securities from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as practicablepossible. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B 430A under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Verona Pharma PLC)

Certain Notifications and Required Actions. During After the period when a prospectus relating to the Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule)date of this Agreement, the Company shall promptly advise the Representatives Representative in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the CommissionCommission relating to the Registration Statement, the Time of Sale Prospectus or the Prospectus; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares Class A Stock from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as practicable. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (ACM Research, Inc.)

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Certain Notifications and Required Actions. During After the period when date of this Agreement and until such time as the Representative is no longer required to deliver a prospectus relating Prospectus in order to confirm sales of the Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule)Shares, the Company shall promptly advise the Representatives Representative in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the Commission; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as practicablepossible. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B 430A under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Retrophin, Inc.)

Certain Notifications and Required Actions. During After the period when date of this Agreement and until such time as the Underwriters are no longer required to deliver a prospectus relating Prospectus in order to confirm sales of the Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule)Shares, the Company shall promptly advise the Representatives in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the Commission; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its reasonable best efforts to obtain the lifting of such order as soon as practicableat the earliest possible moment. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B 430A under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Manchester United Ltd.)

Certain Notifications and Required Actions. During After the period when a prospectus relating to the Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule)date of this Agreement, the Company shall promptly advise the Representatives in writing (which may be by email) of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the CommissionCommission in relation to the Registration Statement, the Time of Sale Prospectus or the Prospectus; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as practicablereasonably possible. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission. If, after the date of this Agreement and during any time when a prospectus is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule), the Company receives notice pursuant to Rule 401(g)(2) under the Securities Act from the Commission or otherwise ceases to be eligible to use the automatic shelf registration form, the Company shall promptly advise the Representative in writing of such notice or ineligibility and will (i) promptly filed a new registration statement or post-effective amendment on the proper form relating to the Offered Shares, (ii) use its reasonable best efforts to cause such registration statement or post-effective amendment to be declared effective by the Commission as soon as practicable and (iii) promptly notify the Representatives in writing of such effectiveness.

Appears in 1 contract

Samples: Underwriting Agreement (Amag Pharmaceuticals Inc.)

Certain Notifications and Required Actions. During After the period when date of this Agreement and until such time as the Underwriters are no longer required to deliver a prospectus relating Prospectus in order to confirm sales of the Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule)Securities, the Company shall promptly advise the Representatives in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the Commission; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as practicableat the earliest possible moment. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission. If, after the date of this Agreement and during any time when a prospectus is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule), the Company receives notice pursuant to Rule 401(g)(2) under the Securities Act from the Commission or otherwise ceases to be eligible to use the automatic shelf registration form, the Company shall promptly advise the Underwriters in writing of such notice or ineligibility and will (i) promptly file a new registration statement or post-effective amendment on the proper form relating to the Securities, (ii) use its best efforts to cause such registration statement or post-effective amendment to be declared effective by the Commission as soon as practicable and (iii) promptly notify the Underwriters in writing of such effectiveness.

Appears in 1 contract

Samples: Underwriting Agreement (Opko Health, Inc.)

Certain Notifications and Required Actions. During After the period when a prospectus relating to date of this Agreement and until 90 days after the completion of the Underwriters’ distribution of the Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule)Shares, the Company shall promptly advise the Representatives in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the Commission; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as practicableat the earliest possible moment. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Unilife Corp)

Certain Notifications and Required Actions. During the period when a prospectus relating to the Offered Shares Securities is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule), the Company shall promptly advise the Representatives in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the Commission; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus Prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus Prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares Common Stock from any securities exchange upon which they are it is listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as practicable. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Scilex Holding Co)

Certain Notifications and Required Actions. During After the period when a prospectus relating to the Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule)date of this Agreement, the Company shall promptly advise the Representatives Representative in writing (which may be by email) of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the CommissionCommission or the BCSC relating to the Registration Statement, the Time of Sale Prospectus, the Prospectus or the Canadian Prospectus received by the Company before the later of one year from the date of this Agreement or the expiration of the Prospectus delivery period pursuant to Rule 174 of the Securities Act; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority the BCSC of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, the Prospectus or the Canadian Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus prospectus, the Prospectus or the Canadian Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes; and (v) any order suspending the distribution of the Offered Shares or any other securities of the Company has been issued by any Canadian regulatory authority. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as practicableat the earliest possible moment. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Xenon Pharmaceuticals Inc.)

Certain Notifications and Required Actions. During After the period when a prospectus relating to the Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule)date of this Agreement, the Company shall promptly advise the Representatives in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the Commission; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes; and (v) any order suspending the distribution of the Offered Securities or any other securities of the Company has been issued by any Canadian regulatory authority. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as practicableat the earliest possible moment. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B 430A under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (ProNAi Therapeutics Inc)

Certain Notifications and Required Actions. During After the period when a prospectus relating to date of this Agreement through completion of the distribution of the Offered Shares is required as contemplated by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule)this Agreement, the Company shall promptly advise the Representatives in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the CommissionCommission regarding the Registration, Prospectus or Time of Sale Prospectus; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as practicableat the earliest possible moment. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Gladstone Commercial Corp)

Certain Notifications and Required Actions. During After the period when date of this Agreement and until such time as the Underwriters are no longer required to deliver a prospectus relating Prospectus in order to confirm sales of the Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule)Shares, the Company shall promptly advise the Representatives Representative in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the Commission; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as practicableat the earliest possible moment. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission. If, after the date of this Agreement and during any time when a prospectus is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule), the Company receives notice pursuant to Rule 401(g)(2) under the Securities Act from the Commission or otherwise ceases to be eligible to use the automatic shelf registration form, the Company shall promptly advise the Representative in writing of such notice or ineligibility and will (i) promptly filed a new registration statement or post-effective amendment on the proper form relating to the Offered Shares, (ii) use its best efforts to cause such registration statement or post-effective amendment to be declared effective by the Commission as soon as practicable and (iii) promptly notify the Representative in writing of such effectiveness.

Appears in 1 contract

Samples: Underwriting Agreement (Calix, Inc)

Certain Notifications and Required Actions. During After the period when a prospectus relating to the Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule)date of this Agreement, the Company shall promptly advise the Representatives Representative in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the CommissionCommission relating to the Registration Statement received by the Company before the later of one year from the date of this Agreement or the expiration of the prospectus delivery period; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as practicable. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Sorrento Therapeutics, Inc.)

Certain Notifications and Required Actions. During After the period when a prospectus relating to date of this Agreement and through the completion of the public offer and sale of the Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule)Shares, the Company shall promptly advise the Representatives in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the Commission; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of initiation or, to the Shares by any Canadian securities regulatory authorityCompany’s knowledge, or of the threatening or initiation of any proceedings for any of such purposespurposes or pursuant to Section 8A of the Securities Act. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as practicableat the earliest possible moment. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 in connection with the public offer and sale of the Offered Shares were received in a timely manner by the Commission. If, after the date of this Agreement and during any time when a prospectus is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule), the Company receives notice pursuant to Rule 401(g)(2) under the Securities Act from the Commission or otherwise ceases to be eligible to use the automatic shelf registration form, the Company shall promptly advise the Representative in writing of such notice or ineligibility and will (i) promptly file a new registration statement or post-effective amendment on the proper form relating to the Offered Shares, (ii) use its commercially reasonable best efforts to cause such registration statement or post-effective amendment to be declared effective by the Commission as soon as practicable and (iii) promptly notify the Representative in writing of such effectiveness.

Appears in 1 contract

Samples: Underwriting Agreement (Establishment Labs Holdings Inc.)

Certain Notifications and Required Actions. During After the period when a prospectus relating to date of this Agreement and until completion of the Offered Shares is required by the Securities Act to be delivered Prospectus Delivery Period (whether physically or through compliance with Rule 172 under the Securities Act or any similar ruleas defined below), the Company shall promptly advise the Representatives Representative in writing (which may be by email) of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the CommissionCommission relating to the Registration Statement; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as reasonably practicable. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (OptiNose, Inc.)

Certain Notifications and Required Actions. During After the period when a prospectus relating to date of this Agreement and until completion of the Offered Shares is required by the Securities Act to be delivered Prospectus Delivery Period (whether physically or through compliance with Rule 172 under the Securities Act or any similar ruleas defined below), the Company shall promptly advise the Representatives in writing (which may be by email) of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the CommissionCommission relating to the Registration Statement; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as reasonably practicable. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (OptiNose, Inc.)

Certain Notifications and Required Actions. During After the date of this Agreement and during the period when a prospectus relating to the Offered Shares Securities is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule), the Company shall promptly advise the Representatives in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the CommissionCommission or any of the Securities Regulators; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority Securities Regulator of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares Offered Securities from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority of the Securities Regulator shall enter any such stop order at any time, the Company will use its reasonable best efforts to obtain the lifting of such order as soon as practicableat the earliest possible moment. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Helius Medical Technologies, Inc.)

Certain Notifications and Required Actions. During After the period when a prospectus relating date of this Agreement and until the Prospectus Delivery Deadline (unless any event enumerated in this Section 3(f) occurs and pertains to the offering and sale of the Offered Shares is required by Shares, in which case the Securities Act Company will remain obligated to be delivered (whether physically or through compliance with Rule 172 under provide the Securities Act or any similar rulenotice specified in this Section 3(f) past the Prospectus Delivery Deadline), the Company shall promptly advise the Representatives in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the Commission; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes. If the Commission or any Canadian securities regulatory authority shall enter any such stop order at any time, the Company will use its best efforts to obtain the lifting of such order as soon as practicable. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 433, Rule 430A and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Veru Inc.)

Certain Notifications and Required Actions. During After the date of this Agreement and during the period when a prospectus relating to the Offered Shares is required by the Securities Act to be delivered (whether physically or through compliance with Rule 172 under the Securities Act or any similar rule), the Company shall promptly advise the Representatives in writing of: (i) the receipt of any comments of, or requests for additional or supplemental information from, the Commission; (ii) the time and date of any filing of any post-effective amendment to the Registration Statement or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus; (iii) the time and date that any post-effective amendment to the Registration Statement becomes effective; and (iv) the issuance by the Commission or any Canadian securities regulatory authority of any stop order suspending the effectiveness of the Registration Statement or any post-effective amendment thereto or any amendment or supplement to any preliminary prospectus, the Time of Sale Prospectus or the Prospectus or of any order preventing or suspending the use of any preliminary prospectus, the Time of Sale Prospectus, any free writing prospectus or the Prospectus, or of any proceedings to remove, suspend or terminate from listing or quotation the Shares from any securities exchange upon which they are listed for trading or included or designated for quotation, or the cease trading or suspension from trading of the Shares by any Canadian securities regulatory authority, or of the threatening or initiation of any proceedings for any of such purposes; and (v) any notice of objection of the Commission to use the Registration Statement or any post-effective amendment thereto pursuant to Rule 401(g)(2) under the Securities Act. If the Commission or any Canadian securities regulatory authority issues a notice of objection, the Company will promptly take such steps including, without limitation, amending the Registration Statement of filing a new registration statement, at its own expense, as may be necessary to permit offers and sales of the Offered Shares by the Underwriters. If the Commission shall enter any such stop order at any time, the Company will use its reasonable best efforts to obtain the lifting of such order as soon as practicableat the earliest possible moment. The Additionally, the Company agrees that it shall comply with all applicable provisions of Rule 424(b), Rule 433 and Rule 430B under the Securities Act and will use its reasonable efforts to confirm that any filings made by the Company under Rule 424(b) or Rule 433 were received in a timely manner by the Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Pacific Biosciences of California, Inc.)

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