Common use of Compliance with Principal Market Rules Clause in Contracts

Compliance with Principal Market Rules. The Company shall not effect any purchase under this Agreement and the Buyer shall not have the right to purchase shares of Common Stock under this Agreement to the extent that after giving effect to such purchase the "Exchange Cap" shall be deemed to be reached. The "Exchange Cap" shall be deemed to have been reached if, at any time prior to the shareholders of the Company approving the transaction contemplated by this Agreement, upon a purchase under this Agreement, the Purchase Shares issuable pursuant to such purchase would, together with all Purchase Shares previously issued under this Agreement, exceed 2,716,144 shares of Common Stock (19.9% of the 13,648,967 outstanding shares of Common Stock as of the date of this Agreement). The Company may, but shall be under no obligation to, request its shareholders to approve the transaction contemplated by this Agreement. The Company shall not be required or permitted to issue any shares of Common Stock under this Agreement if such issuance would breach the Company's obligations under the rules or regulations of the Principal Market.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Ep Medsystems Inc), Common Stock Purchase Agreement (Ep Medsystems Inc)

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Compliance with Principal Market Rules. The Company shall not effect any purchase sale under this Agreement and the Buyer shall not have the right or the obligation to purchase shares of Common Stock under this Agreement to the extent that after giving effect to such purchase the "Exchange Cap" shall be deemed to be reached. The "Exchange Cap" shall be deemed to have been reached if, at any time prior to the shareholders of the Company approving the transaction contemplated by this Agreement, upon a purchase under this Agreement, the Purchase Shares issuable pursuant to such purchase would, together with all Purchase Shares previously issued under this Agreement, exceed 2,716,144 2,900,000 shares of Common Stock (19.919.99% of the 13,648,967 14,597,224 outstanding shares of Common Stock as of the date of this Agreement). The Company may, but shall be under no obligation to, request its shareholders to approve the transaction contemplated by this Agreement. The Company shall not be required or permitted to issue any shares of Common Stock under this Agreement if such issuance would breach the Company's obligations under the rules or regulations of the Principal Market.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Oragenics Inc)

Compliance with Principal Market Rules. The Company shall not effect any purchase sale under this Agreement and the Buyer shall not have the right or the obligation to purchase shares of Common Stock under this Agreement to the extent that after giving effect to such purchase the "Exchange Cap" shall be deemed to be reached. The "Exchange Cap" shall be deemed to have been reached if, at any time prior to the shareholders of the Company approving the transaction contemplated by this Agreement, upon a purchase under this Agreement, the Purchase Shares issuable pursuant to such purchase would, together with all Purchase Shares previously issued under this Agreement, exceed 2,716,144 2,716,159 shares of Common Stock (19.919.99% of the 13,648,967 13,587,590 outstanding shares of Common Stock as of the date of this Agreement). The Company may, but shall be under no obligation to, request its shareholders to approve the transaction contemplated by this Agreement. The Company shall not be required or permitted to issue any shares of Common Stock under this Agreement if such issuance would breach the Company's obligations under the rules or regulations of the Principal Market.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Glycogenesys Inc)

Compliance with Principal Market Rules. The Company shall not effect any purchase sale under this Agreement and the Buyer shall not have the right to purchase shares of Common Stock under this Agreement to the extent that after giving effect to such purchase the "Exchange Cap" shall be deemed to be reached. The "Exchange Cap" shall be deemed to have been reached if, at any time prior to the shareholders stockholders of the Company approving the transaction contemplated by this Agreement, upon a purchase under this Agreement, the Purchase Shares issuable pursuant to such purchase would, together with all Purchase Shares previously issued under this Agreement, exceed 2,716,144 7,253,598 shares of Common Stock (19.919.99% of the 13,648,967 36,286,133 outstanding shares of Common Stock as of the date of this Agreement). The Company may, but shall be under no obligation to, request its shareholders stockholders to approve the transaction contemplated by this Agreement. The Company shall not be required or permitted to issue any shares of Common Stock under this Agreement if such issuance would breach the Company's obligations under the rules or regulations of the Principal Market.

Appears in 1 contract

Samples: Registration Rights Agreement (Probex Corp)

Compliance with Principal Market Rules. The Company shall not effect any purchase sale under this Agreement and the Buyer shall not have the right or the obligation to purchase shares of Common Stock under this Agreement to the extent that after giving effect to such purchase the "Exchange Cap" shall be deemed to be reached. The "Exchange Cap" shall be deemed to have been reached if, at any time prior to the shareholders of the Company approving the transaction contemplated by this Agreement, upon a purchase under this Agreement, the Purchase Shares issuable pursuant to such purchase would, together with all Purchase Shares previously issued under this Agreement, exceed 2,716,144 5,998,405 shares of Common Stock (19.919.99% of the 13,648,967 30,007,031 outstanding shares of Common Stock as of the date of this Agreement). The Company may, but shall be under no obligation to, request its shareholders to approve the transaction contemplated by this Agreement. The Company shall not be required or permitted to issue any shares of Common Stock under this Agreement if such issuance would breach the Company's obligations under the rules or regulations of the Principal Market.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Aksys LTD)

Compliance with Principal Market Rules. The Company shall not effect any purchase sale under this Agreement and the Buyer shall not have the right or the obligation to purchase shares of Common Stock under this Agreement to the extent that after giving effect to such purchase the "Exchange Cap" shall be deemed to be reached. The "Exchange Cap" shall be deemed to have been reached if, at any time prior to the shareholders of the Company approving the transaction contemplated by this Agreement, upon a purchase under this Agreement, the Purchase Shares issuable pursuant to such purchase would, together with all Purchase Shares previously issued under this Agreement, exceed 2,716,144 26,643,192 shares of Common Stock (19.919.99% of the 13,648,967 133,282,603 outstanding shares of Common Stock as of the date of this Agreement). The Company may, but shall be under no obligation to, request its shareholders to approve the transaction contemplated by this Agreement. The Company shall not be required or permitted to issue any shares of Common Stock under this Agreement if such issuance would breach the Company's obligations under the rules or regulations of the Principal Market.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Samaritan Pharmaceuticals Inc)

Compliance with Principal Market Rules. The Company shall not effect any purchase sale under this Agreement and the Buyer shall not have the right or the obligation to purchase shares of Common Stock under this Agreement to the extent that after giving effect to such purchase the "Exchange Cap" shall be deemed to be reached. The "Exchange Cap" shall be deemed to have been reached if, at any time prior to the shareholders of the Company approving the transaction contemplated by this Agreement, upon a purchase under this Agreement, the Purchase Shares issuable pursuant to such purchase would, together with all Purchase Shares previously issued under this Agreement, exceed 2,716,144 10,071,888 shares of Common Stock (19.919.99% of the 13,648,967 50,612,504 outstanding shares of Common Stock as of the date of this Agreement). The Company may, but shall be under no obligation to, request its shareholders to approve the transaction contemplated by this Agreement. The Company shall not be required or permitted to issue any shares of Common Stock under this Agreement if such issuance would breach the Company's obligations under the rules or regulations of the Principal Market.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Dor Biopharma Inc)

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Compliance with Principal Market Rules. The Company shall not effect any purchase sale under this Agreement and the Buyer shall not have the right or the obligation to purchase shares of Common Stock under this Agreement to the extent that after giving effect to such purchase the "Exchange Cap" shall be deemed to be reached. The "Exchange Cap" shall be deemed to have been reached if, at any time prior to the shareholders of the Company approving the transaction contemplated by this Agreement, upon a purchase under this Agreement, the Purchase Shares issuable pursuant to such purchase would, together with all Purchase Shares previously issued under this Agreement, exceed 2,716,144 15,117,440 shares of Common Stock (19.919.99% of the 13,648,967 outstanding 75,625,014outstanding shares of Common Stock as of the date of this Agreement). The Company may, but shall be under no obligation to, request its shareholders to approve the transaction contemplated by this Agreement. The Company shall not be required or permitted to issue any shares of Common Stock Purchase Shares under this Agreement if such issuance would breach the Company's obligations under the rules or regulations of the Principal Market.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (O2diesel Corp)

Compliance with Principal Market Rules. The Company shall not effect any purchase sale under this Agreement and the Buyer shall not have the right to purchase shares of Common Stock under this Agreement to the extent that after giving effect to such purchase the "Exchange Cap" shall be deemed to be reached. The "Exchange Cap" shall be deemed to have been reached if, at any time prior to the shareholders of the Company approving the transaction contemplated by this Agreement, upon a purchase under this Agreement, the Purchase Shares issuable pursuant to such purchase would, together with all Purchase Shares previously issued under this Agreement, exceed 2,716,144 1,248,115 shares of Common Stock (19.919.99% of the 13,648,967 6,243,697 outstanding shares of Common Stock as of the date of this Agreement). The Company may, but shall be under no obligation to, request its shareholders to approve the transaction contemplated by this Agreement. The Company shall not be required or permitted to issue any shares of Common Stock under this Agreement if such issuance would breach the Company's obligations under the rules or regulations of the Principal Market.

Appears in 1 contract

Samples: Execution Copy Common Stock Purchase Agreement (Competitive Technologies Inc)

Compliance with Principal Market Rules. The Company shall not effect any purchase sale under this Agreement and the Buyer shall not have the right to purchase shares of Common Stock under this Agreement to the extent that after giving effect to such purchase the "Exchange Cap" shall be deemed to be reached. The "Exchange Cap" shall be deemed to have been reached if, at any time prior to the shareholders of the Company approving the transaction contemplated by this Agreement, upon a purchase under this Agreement, the Purchase Shares issuable pursuant to such purchase would, together with all Purchase Shares previously issued under this Agreement, exceed 2,716,144 shares of Common Stock (19.9% of the 13,648,967 outstanding shares of Common Stock as of the date of this Agreement). The Company may, but shall be under no obligation to, request its shareholders to approve the transaction contemplated by this Agreement. The Company shall not be required or permitted to issue any shares of Common Stock under this Agreement if such issuance would breach the Company's obligations under the rules or regulations of the Principal Market.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Purchasepro Com Inc)

Compliance with Principal Market Rules. The Company shall not effect any purchase sale under this Agreement and the Buyer shall not have the right to purchase shares of Common Stock under this Agreement to the extent that after giving effect to such purchase the "Exchange Cap" shall be deemed to be reached. The "Exchange Cap" shall be deemed to have been reached if, at any time prior to the shareholders of the Company approving the transaction contemplated by this Agreement, upon a purchase under this Agreement, the Purchase Shares issuable pursuant to such purchase would, together with all Purchase Shares previously issued under this Agreement, exceed 2,716,144 7,325,679 shares of Common Stock (19.9% of the 13,648,967 36,812,462 outstanding shares of Common Stock as of the date of this Agreement). The Company may, but shall be under no obligation to, request its shareholders to approve the transaction contemplated by this Agreement. The Company shall not be required or permitted to issue any shares of Common Stock under this Agreement if such issuance would breach the Company's obligations under the rules or regulations of the Principal Market.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Tenfold Corp /Ut)

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