Company’s Best-Efforts to Cause Registration Statement to Become Effective. The Company will use its best efforts to cause the Registration Statement to become effective or, if the procedure in Rule 430A of the Rules and Regulations is followed, comply with the provisions of and make all requisite filings with the Commission pursuant to such Rule and to notify the Underwriter promptly (in writing, if requested) of all such filings. The Company shall promptly advise the Underwriter, and will confirm such advice in writing (a) when the Registration Statement shall become effective and when any amendment thereto shall have become effective and when any amendment of or supplement to the Effective Prospectus or the Final Prospectus shall be filed with the Commission; (b) when the Commission makes a request or suggestion for any amendment to the Registration Statement or the Effective Prospectus or the Final Prospectus or for additional information and the nature and substance thereof; and (c) of the happening of any event which in the judgment of the Company makes any material statement in the Registration Statement or Effective Prospectus or the Final Prospectus untrue or which requires the making of any changes in the Registration Statement or the Effective Prospectus or Final Prospectus in order to make the statements therein not misleading. The Company shall also promptly notify the Underwriter, and confirm such notice in writing, when the Company has knowledge of the issuance by the Commission of an order suspending the effectiveness of the Registration Statement pursuant to Section 8 of the Securities Act, suspending or preventing the use of any Preliminary Prospectus or the Effective Prospectus or Final Prospectus or suspending the qualification of the Units for offering or sale in any jurisdiction, or of the institution of any proceedings for any such purpose. The Company will use every reasonable effort to prevent the issuance of any order suspending the effectiveness of the Registration Statement or refusing or suspending the qualification of the Units, and to obtain as soon as possible a lifting of any such suspension order, the reversal of any such refusal to qualify, and the termination of any such suspension.
Appears in 5 contracts
Samples: Underwriting Agreement (Viper Powersports Inc), Underwriting Agreement (Pelion Systems Inc), Underwriting Agreement (Pelion Systems Inc)
Company’s Best-Efforts to Cause Registration Statement to Become Effective. The Company will agrees to use its best efforts to cause the Registration Statement and any amendment thereto to become effective or, if the procedure in Rule 430A of the Rules as promptly as reasonably practicable and Regulations is followed, comply with the provisions of and make all requisite filings with the Commission pursuant to such Rule and to notify the Underwriter promptly (in writing, if requested) of all such filings. The Company shall will promptly advise the Underwriter, Representative and will confirm such advice in writing (ai) when the Registration Statement shall have become effective and when any amendment thereto shall have become effective and when any amendment of or supplement to the Effective Prospectus or the Final Prospectus shall be filed with the Commission; , (bii) when the Commission makes shall make, either orally or in writing, a request or suggestion for any amendment to the Registration Statement or the Effective Prospectus or the Final Prospectus or for any additional information and the nature and substance thereof; and , (ciii) of the issuance by the Commission of an order suspending the effectiveness of the Registration Statement pursuant to Section 8 of the Act or of the initiation of any proceedings for that purpose, (iv) of the happening of any event which in the judgment of the Company makes any material statement in the Registration Statement or Effective Prospectus or the Final Prospectus untrue or which requires the making of any changes in the Registration Statement or the Effective Prospectus or Final Prospectus in order to make the statements therein not misleading. The Company shall also promptly notify the Underwritermis leading, and confirm such notice in writing, when the Company has knowledge (v) of the issuance by the Commission of an order suspending the effectiveness of the Registration Statement pursuant refusal to Section 8 of the Securities Act, suspending or preventing the use of any Preliminary Prospectus qualify or the Effective Prospectus or Final Prospectus or suspending suspension of the qualification of the Units Securities for offering or sale in any jurisdiction, jurisdiction or of the institution of any proceedings for any of such purposepurposes. The Company will use every reasonable effort to prevent the issuance of any such order suspending the effectiveness or of the Registration Statement or refusing any order preventing or suspending the qualification of the Unitssuch use, to prevent any such refusal to qualify or any such suspension, and to obtain as soon as possible a lifting of any such suspension order, the reversal of any such refusal to qualify, and the termination of any such suspension.
Appears in 3 contracts
Samples: Underwriting Agreement (Ocurest Laboratories Inc), Underwriting Agreement (Ocurest Laboratories Inc), Underwriting Agreement (Ocurest Laboratories Inc)
Company’s Best-Efforts to Cause Registration Statement to Become Effective. The Company will use its best efforts to cause the Registration Statement to become effective or, if the procedure in Rule 430A of the Rules and Regulations is followed, comply with the provisions of and make all requisite filings with the Commission SEC pursuant to such Rule and to notify the Underwriter promptly (in writing, if requested) of all such filings. The Company shall promptly advise the Underwriter, and will confirm such advice in writing (a) when the Registration Statement shall become effective and when any amendment thereto shall have become effective and when any amendment of or supplement to the Effective Prospectus or the Final Prospectus shall be filed with the CommissionSEC; (b) when the Commission SEC makes a request or suggestion for any amendment to the Registration Statement or the Effective Prospectus or the Final Prospectus or for additional information and the nature and substance thereof; and (c) of the happening of any event which in the judgment of the Company makes any material statement in the Registration Statement or Effective Prospectus or the Final Prospectus untrue or which requires the making of any changes in the Registration Statement or the Effective Prospectus or Final Prospectus in order to make the statements therein not misleading. The Company shall also promptly notify the Underwriter, and confirm such notice in writing, when the Company has knowledge of the issuance by the Commission SEC of an order suspending the effectiveness of the Registration Statement pursuant to Section 8 of the Securities Act, suspending or preventing the use of any Preliminary Prospectus or the Effective Prospectus or Final Prospectus or suspending the qualification of the Units for offering or sale in any jurisdiction, or of the institution of any proceedings for any such purpose. The Company will use every reasonable effort to prevent the issuance of any order suspending the effectiveness of the Registration Statement or refusing or suspending the qualification of the Units, and to obtain as soon as possible a lifting of any such suspension order, the reversal of any such refusal to qualify, and the termination of any such suspension.
Appears in 2 contracts
Samples: Underwriting Agreement (Us Dry Cleaning Corp), Underwriting Agreement (Us Dry Cleaning Corp)
Company’s Best-Efforts to Cause Registration Statement to Become Effective. The Company will use its best efforts to cause the Registration Statement to become effective or, if the procedure in Rule 430A of the Rules and Regulations is followed, comply with the provisions of and make all requisite filings with the Commission pursuant to such Rule and to notify the Underwriter Underwriters promptly (in writing, if requested) of all such filings. The Company shall promptly advise the UnderwriterUnderwriters, and will confirm such advice in writing (a) when the Registration Statement shall become effective and when any amendment thereto shall have become effective and when any amendment of or supplement to the Effective Prospectus or the Final Prospectus shall be filed with the Commission; (b) when the Commission makes a request or suggestion for any amendment to the Registration Statement or the Effective Prospectus or the Final Prospectus or for additional information and the nature and substance thereof; and (c) of the happening of any event which in the judgment of the Company makes any material statement in the Registration Statement or Effective Prospectus or the Final Prospectus untrue or which requires the making of any changes in the Registration Statement or the Effective Prospectus or Final Prospectus in order to make the statements therein not misleading. The Company shall also promptly notify the UnderwriterUnderwriters, and confirm such notice in writing, when the Company has knowledge of the issuance by the Commission of an order suspending the effectiveness of the Registration Statement pursuant to Section 8 of the Securities Act, suspending or preventing the use of any Preliminary Prospectus or the Effective Prospectus or Final Prospectus or suspending the qualification of the Units Shares for offering or sale in any jurisdiction, or of the institution of any proceedings for any such purpose. The Company will use every reasonable effort to prevent the issuance of any order suspending the effectiveness of the Registration Statement or refusing or suspending the qualification of the UnitsShares, and to obtain as soon as possible a lifting of any such suspension order, the reversal of any such refusal to qualify, and the termination of any such suspension.
Appears in 2 contracts
Samples: Underwriting Agreement (Reeds Inc), Underwriting Agreement (Reeds Inc)
Company’s Best-Efforts to Cause Registration Statement to Become Effective. The Company will agrees to use its best efforts to cause the Registration Statement and any amendment thereto to become effective or, if the procedure in Rule 430A of the Rules as promptly as reasonably practicable and Regulations is followed, comply with the provisions of and make all requisite filings with the Commission pursuant to such Rule and to notify the Underwriter promptly (in writing, if requested) of all such filings. The Company shall will promptly advise the Underwriter, Representative and will confirm such advice in writing (ai) when the Registration Statement shall have become effective and when any amendment thereto shall have become effective and when any amendment of or supplement to the Effective Prospectus or the Final Prospectus shall be filed with the Commission; , (bii) when the Commission makes shall make, either orally or in writing, a request or suggestion for any amendment to the Registration Statement or the Effective Prospectus or the Final Prospectus or for any additional information and the nature and substance thereof; and , (ciii) of the issuance by the Commission of an order suspending the effectiveness of the Registration Statement pursuant to Section 8 of the Act or of the initiation of any proceedings for that purpose, (iv) of the happening of any event which in the judgment of the Company makes any material statement in the Registration Statement or Effective Prospectus or the Final Prospectus untrue or which requires the making of any changes in the Registration Statement or the Effective Prospectus or Final Prospectus in order to make the statements therein not misleading. The Company shall also promptly notify the Underwriter, and confirm such notice in writing, when the Company has knowledge (v) of the issuance by the Commission of an order suspending the effectiveness of the Registration Statement pursuant refusal to Section 8 of the Securities Act, suspending or preventing the use of any Preliminary Prospectus qualify or the Effective Prospectus or Final Prospectus or suspending suspension of the qualification of the Units Securities for offering or sale in any jurisdiction, jurisdiction or of the institution of any proceedings for any of such purposepurposes. The Company will use every reasonable effort to prevent the issuance of any such order suspending the effectiveness or of the Registration Statement or refusing any order preventing or suspending the qualification of the Unitssuch use, to prevent any such refusal to qualify or any such suspension, and to obtain as soon as possible a lifting of any such suspension order, the reversal of any such refusal to qualify, and the termination of any such suspension.
Appears in 2 contracts
Samples: Underwriting Agreement (Global Med Technologies Inc), Underwriting Agreement (Global Med Technologies Inc)
Company’s Best-Efforts to Cause Registration Statement to Become Effective. The Company will use its best efforts to cause the Registration Statement to become effective or, if the procedure in Rule 430A of the Rules and Regulations is followed, comply with the provisions of and make all requisite filings with the Commission pursuant to such Rule and to notify the Underwriter promptly (in writing, if requested) of all such filings. The Company shall promptly advise the Underwriter, and will confirm such advice in writing (a) when the Registration Statement shall become effective and when any amendment thereto shall have become effective and when any amendment of or supplement to the Effective Prospectus or the Final Prospectus shall be filed with the Commission; (b) when the Commission makes a request or suggestion for any amendment to the Registration Statement or the Effective Prospectus or the Final Prospectus or for additional information and the nature and substance thereof; and (c) of the happening of any event which in the judgment of the Company makes any material statement in the Registration Statement or Effective Prospectus or the Final Prospectus untrue or which requires the making of any changes in the Registration Statement or the Effective Prospectus or Final Prospectus in order to make the statements therein not misleading. The Company shall also promptly notify the Underwriter, and confirm such notice in writing, when the Company has knowledge of the issuance by the Commission of an order suspending the effectiveness of the Registration Statement pursuant to Section 8 of the Securities Act, suspending or preventing the use of any Preliminary Prospectus or the Effective Prospectus or Final Prospectus or suspending the qualification of the Units Shares for offering or sale in any jurisdiction, or of the institution of any proceedings for any such purpose. The Company will use every reasonable effort to prevent the issuance of any order suspending the effectiveness of the Registration Statement or refusing or suspending the qualification of the UnitsShares, and to obtain as soon as possible a lifting of any such suspension order, the reversal of any such refusal to qualify, and the termination of any such suspension.
Appears in 1 contract
Samples: Underwriting Agreement (Reeds Inc)
Company’s Best-Efforts to Cause Registration Statement to Become Effective. The Company will use its best efforts to cause the Registration Statement and any post-effective amendment subsequently filed, to become effective or, if the procedure in Rule 430A of the Rules as promptly as reasonably practicable and Regulations is followed, comply with the provisions of and make all requisite filings with the Commission pursuant to such Rule and to notify the Underwriter promptly (in writing, if requested) of all such filings. The Company shall will promptly advise the UnderwriterRepresentative, and will confirm such advice in writing (ai) when the Registration Statement shall have become effective and when any amendment thereto shall have become effective Effective and when any amendment of or supplement to the Effective Prospectus or the Final Prospectus shall be filed with the Commission; (bii) when the Commission makes shall make a request or suggestion for any amendment to the Registration Statement or the Effective Prospectus or the Final Prospectus or for additional information and the nature and substance thereof; and (ciii) of the issuance by the Commission of an order suspending the effectiveness of the Registration Statement pursuant to Section 8 of the Act or of the initiation of any proceedings for that purpose; (iv) of the happening of any event which in the judgment of the Company makes any material statement in the Registration Statement or Effective Prospectus or the Final Prospectus untrue or which requires the making of any changes in the Registration Statement or the Effective Prospectus or Final Prospectus in order to make the statements therein not misleading. The Company shall also promptly notify the Underwriter, ; and confirm such notice in writing, when the Company has knowledge (v) of the issuance by the Commission of an order suspending the effectiveness of the Registration Statement pursuant refusal to Section 8 of the Securities Act, suspending or preventing the use of any Preliminary Prospectus qualify or the Effective Prospectus or Final Prospectus or suspending suspension of the qualification of the Units Stock and Warrants for offering or sale in any jurisdiction, or of the institution of any proceedings for any of such purposepurposes. The Company will use every reasonable effort to prevent the issuance of any such order suspending the effectiveness or of the Registration Statement or refusing any order preventing or suspending the qualification of the Unitssuch use, to prevent any such refusal to qualify or any such suspension, and to obtain as soon as possible a lifting of any such suspension order, the reversal of any such refusal to qualify, and the termination of any such suspension.
Appears in 1 contract
Company’s Best-Efforts to Cause Registration Statement to Become Effective. The Company will use its best efforts to cause the Registration Statement to become effective or, if the procedure in Rule 430A of the Rules and Regulations is followed, comply with the provisions of and make all requisite filings with the Commission SEC pursuant to such Rule and to notify the Underwriter Underwriters promptly (in writing, if requested) of all such filings. The Company shall promptly advise the UnderwriterUnderwriters, and will confirm such advice in writing (a) when the Registration Statement shall become effective and when any amendment thereto shall have become effective and when any amendment of or supplement to the Effective Prospectus or the Final Prospectus shall be filed with the CommissionSEC; (b) when the Commission SEC makes a request or suggestion for any amendment to the Registration Statement or the Effective Prospectus or the Final Prospectus or for additional information and the nature and substance thereof; and (c) of the happening of any event which in the judgment of the Company makes any material statement in the Registration Statement or Effective Prospectus or the Final Prospectus untrue or which requires the making of any changes in the Registration Statement or the Effective Prospectus or Final Prospectus in order to make the statements therein not misleading. The Company shall also promptly notify the UnderwriterUnderwriters, and confirm such notice in writing, when the Company has knowledge of the issuance by the Commission SEC of an order suspending the effectiveness of the Registration Statement pursuant to Section 8 of the Securities Act, suspending or preventing the use of any Preliminary Prospectus or the Effective Prospectus or Final Prospectus or suspending the qualification of the Units for offering or sale in any jurisdiction, or of the institution of any proceedings for any such purpose. The Company will use every reasonable effort to prevent the issuance of any order suspending the effectiveness of the Registration Statement or refusing or suspending the qualification of the Units, and to obtain as soon as possible a lifting of any such suspension order, the reversal of any such refusal to qualify, and the termination of any such suspension.
Appears in 1 contract
Company’s Best-Efforts to Cause Registration Statement to Become Effective. The Company will use its best efforts to cause the Registration Statement and any post-effective amendments subsequently filed, to become effective or, if the procedure in Rule 430A of the Rules as promptly as reasonably practicable and Regulations is followed, comply with the provisions of and make all requisite filings with the Commission pursuant to such Rule and to notify the Underwriter promptly (in writing, if requested) of all such filings. The Company shall will promptly advise the Underwriter, and will confirm such advice in writing (ai) when the Registration Statement shall have become effective and when any amendment thereto shall have become effective and when any amendment of or supplement to the Effective Prospectus or the Final Prospectus shall be filed with the Commission; (bii) when the Commission makes shall make a request or suggestion for any amendment to the Registration Statement or the Effective Prospectus or the Final Prospectus or for additional information and the nature and substance thereof; and (ciii) of the issuance by the Commission of an order suspending the effectiveness of the Registration Statement pursuant to Section 8 of the 1933 Act or of the initiation of any proceedings for that purpose; (iv) of the happening of any event which in the judgment of the Company makes any material statement in the Registration Statement or Effective Prospectus or the Final Prospectus untrue or which requires the making of any changes in to the Registration Statement or the Effective Prospectus or Final Prospectus in order to make the statements therein not misleading. The Company shall also promptly notify the Underwriter, ; and confirm such notice in writing, when the Company has knowledge (v) of the issuance by the Commission of an order suspending the effectiveness of the Registration Statement pursuant refusal to Section 8 of the Securities Act, suspending or preventing the use of any Preliminary Prospectus qualify or the Effective Prospectus or Final Prospectus or suspending suspension of the qualification of the Units Shares for offering or sale in any jurisdiction, or of the institution of any proceedings for any of such purposepurposes. The Company will use every reasonable effort to prevent the issuance of any such order suspending the effectiveness of the Registration Statement or refusing preventing or suspending the qualification of the Unitssuch use, to prevent any such refusal to qualify or any such suspension, and to obtain as soon as possible a lifting of any such suspension order, the reversal of any such refusal to qualify, and the termination of any such suspension.
Appears in 1 contract