Common use of Covenants of Placement Agent Clause in Contracts

Covenants of Placement Agent. The Placement Agent covenants and agrees that it will: (a) Comply with all requirements imposed upon it by the Securities Act, as now and hereafter amended, by the Rules and Regulations from time to time in force, and by all State Acts, to permit the continuance of offers and sales of the Units in accordance with Sections 3(b), 4(2) and/or 4(6) of the Securities Act and of Rule 506 of Regulation D, as and to the extent applicable to the Offering, and the Memorandum. (b) Comply with all applicable rules of the NASD and any other laws, rules and regulations applicable to broker-dealers. (c) Not offer, offer to sell, offer for sale or sell any of the Units of the Company or other securities, except and to the extent any such offer, offer to sell, offer for sale or sale shall nor render unavailable the exemptions from registration and qualification requirements of the Securities Act and the State Acts relied upon with respect to the offering and sale of the Units contemplated by this Agreement.

Appears in 2 contracts

Samples: Placement Agreement (Wentworth I Inc), Placement Agreement (AeroGrow International, Inc.)

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Covenants of Placement Agent. The Placement Agent covenants and agrees that it will: (a) Comply with all requirements imposed upon it by the Securities Act, as now and hereafter amended, by the Rules and Regulations from time to time in force, and by all State Acts, to permit the continuance of offers and sales of the Units in accordance with Sections 3(b), 4(2) and/or 4(6) of the Securities Act Act, Regulation S and of Rule 506 of Regulation D, as and to the extent applicable to the Offering, and the Memorandum. (b) Comply with all applicable rules of the NASD FINRA and any other laws, rules and regulations applicable to broker-dealers. (c) Not offer, offer to sell, offer for sale or sell any of the Units of the Company or other securities, except and to the extent any such offer, offer to sell, offer for sale or sale shall nor render unavailable the exemptions from registration and qualification requirements of the Securities Act and the State Acts relied upon with respect to the offering and sale of the Units contemplated by this Agreement.

Appears in 1 contract

Samples: Placement Agent Agreement (Bonds.com Group, Inc.)

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Covenants of Placement Agent. The Placement Agent covenants and agrees that it will: (a) Comply with all requirements imposed upon it by the Securities Act, as now and hereafter amended, by the Rules and Regulations from time to time in force, and by all State Acts, to permit the continuance of offers and sales of the Units in accordance with Sections 3(b), 4(2) and/or 4(6) of the Securities Act Act, Regulation S and of Rule 506 of Regulation D, as and to the extent applicable to the Offering, and the Memorandum. (b) Comply with all applicable rules of the NASD and any other laws, rules and regulations applicable to broker-dealers. (c) Not offer, offer to sell, offer for sale or sell any of the Units of the Company or other securities, except and to the extent any such offer, offer to sell, offer for sale or sale shall nor render unavailable the exemptions from registration and qualification requirements of the Securities Act and the State Acts relied upon with respect to the offering and sale of the Units contemplated by this Agreement.

Appears in 1 contract

Samples: Placement Agreement (Wentworth I Inc)

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