Common use of Disclosures in Commission Filings Clause in Contracts

Disclosures in Commission Filings. Since January 1, 2022, (i) none of the Company’s filings with the Commission, when filed, contained any untrue statement of a material fact or omitted to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; and (ii) the Company has made all filings with the Commission required under the Exchange Act and the Securities Act Regulations, except where the failure to make any such filing could not reasonably be expected to result in a Material Adverse Change).

Appears in 6 contracts

Samples: Underwriting Agreement (Scorpius Holdings, Inc.), Underwriting Agreement (Scorpius Holdings, Inc.), Underwriting Agreement (Scorpius Holdings, Inc.)

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Disclosures in Commission Filings. Since January 1, 20222021, (i) none of the Company’s filings with the Commission, when filed, Commission contained any untrue statement of a material fact or omitted to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; and (ii) the Company has made all filings with the Commission required under the Exchange Act and the Securities rules and regulations of the Commission promulgated thereunder (the “Exchange Act Regulations, except where the failure to make any such filing could not reasonably be expected to result in a Material Adverse Change).

Appears in 5 contracts

Samples: Underwriting Agreement (Red Cat Holdings, Inc.), Underwriting Agreement (FG Financial Group, Inc.), Underwriting Agreement (Splash Beverage Group, Inc.)

Disclosures in Commission Filings. Since January 1, 20222019, (i) none of the Company’s filings with the Commission, when filed, Commission contained any untrue statement of a material fact or omitted to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; and (ii) the Company has made all filings with the Commission required under the Exchange Act and the Securities rules and regulations of the Commission promulgated thereunder (the “Exchange Act Regulations, except where the failure to make any such filing could not reasonably be expected to result in a Material Adverse Change).

Appears in 5 contracts

Samples: Underwriting Agreement (ClearSign Technologies Corp), Underwriting Agreement (Avenue Therapeutics, Inc.), Underwriting Agreement (Avenue Therapeutics, Inc.)

Disclosures in Commission Filings. Since January 1March 31, 2022, (i) none of the Company’s filings with the Commission, when filed, Commission contained any untrue statement of a material fact or omitted to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; and (ii) the Company has made all filings with the Commission required under the Exchange Act and the Securities rules and regulations of the Commission promulgated thereunder (the “Exchange Act Regulations, except where the failure to make any such filing could not reasonably be expected to result in a Material Adverse Change).

Appears in 3 contracts

Samples: Underwriting Agreement (Nuvve Holding Corp.), Underwriting Agreement (GlucoTrack, Inc.), Underwriting Agreement (Blue Star Foods Corp.)

Disclosures in Commission Filings. Since January 1, 20222020, (i) none of the Company’s filings with the Commission, when filed, Commission contained any untrue statement of a material fact or omitted to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; and (ii) the Company has made all filings with the Commission required under the Exchange Act and the Securities rules and regulations of the Commission promulgated thereunder (the “Exchange Act Regulations, except where the failure to make any such filing could not reasonably be expected to result in a Material Adverse Change).

Appears in 3 contracts

Samples: Underwriting Agreement (Modular Medical, Inc.), Underwriting Agreement (Modular Medical, Inc.), Underwriting Agreement (ENDRA Life Sciences Inc.)

Disclosures in Commission Filings. Since January 1, 20222021, (i) none of the Company’s filings with the Commission, when filed, Commission contained any untrue statement of a material fact or omitted to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; and (ii) the Company has made all filings with the Commission required under the Exchange Act and the Securities rules and regulations of the Commission promulgated thereunder (the “Exchange Act Regulations, except where the failure to make any such filing could not reasonably be expected to result in a Material Adverse Change).

Appears in 3 contracts

Samples: Underwriting Agreement (Transcode Therapeutics, Inc.), Underwriting Agreement (Transcode Therapeutics, Inc.), Underwriting Agreement (Transcode Therapeutics, Inc.)

Disclosures in Commission Filings. Since January 1, 20222019, (i) none of the Company’s filings with the Commission, when filed, Commission contained any untrue statement of a material fact or omitted to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; and (ii) the Company has made all filings with the Commission required under the Exchange Act and the Securities rules and regulations of the Commission promulgated thereunder (the “Exchange Act Regulations, except where the failure to make any such filing could not reasonably be expected to result in a Material Adverse Change).

Appears in 3 contracts

Samples: Underwriting Agreement (Document Security Systems Inc), Underwriting Agreement (Document Security Systems Inc), Underwriting Agreement (Document Security Systems Inc)

Disclosures in Commission Filings. Since January 1August 5, 20222019, (i) none of the Company’s filings with the Commission, when filed, Commission contained any untrue statement of a material fact or omitted to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; and (ii) the Company has made all filings with the Commission required under the Exchange Act and the Securities rules and regulations promulgated of the Commission promulgated thereunder (the “Exchange Act Regulations, except where the failure to make any such filing could not reasonably be expected to result in a Material Adverse Change).

Appears in 2 contracts

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

Disclosures in Commission Filings. Since January 1, 20222016, (i) none of the Company’s filings with the Commission, when at the time they were filed, contained any untrue statement of a material fact or omitted to state any material fact necessary in order to make the statements therein, in the light of the circumstances under in which they were made, not misleading; and (ii) the Company has made all filings with the Commission required under the Exchange Act and the Securities Act Regulations, except where the failure to make any such filing could not reasonably be expected to result in a Material Adverse Change)Act.

Appears in 2 contracts

Samples: Equity Distribution Agreement (Synalloy Corp), Equity Distribution Agreement (Synalloy Corp)

Disclosures in Commission Filings. Since January 1, 20222020, (i) none of the Company’s filings with the Commission, when filed, Commission contained any untrue statement of a material fact or omitted to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; and (ii) the Company has made all filings with the Commission required under the Exchange Act and the Securities rules and regulations of the Commission promulgated thereunder (the “Exchange Act Regulations, except where the failure to make any such filing could not reasonably be expected to result in a Material Adverse Change).

Appears in 2 contracts

Samples: Underwriting Agreement (FG Financial Group, Inc.), Underwriting Agreement (FG Financial Group, Inc.)

Disclosures in Commission Filings. Since January 1, 2022, 2019 (i) none of the Company’s filings with the CommissionCommission contained, when filedas of their respective dates, contained any untrue statement of a material fact or omitted to state any material fact necessary in order to make the statements therein, in the light of the circumstances under in which they were made, not misleading; , and (ii) the Company has made all filings with the Commission required under the Exchange Act and the Securities rules and regulations of the Commission promulgated thereunder (the “Exchange Act Regulations, except where the failure to make any such filing could not reasonably be expected to result in a Material Adverse Change).

Appears in 2 contracts

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

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Disclosures in Commission Filings. Since January 1May 17, 20222021 , (i) none of the Company’s filings with the Commission, when filed, Commission contained any untrue statement of a material fact or omitted to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; and (ii) the Company has made all filings with the Commission required under the Exchange Act and the Securities rules and regulations of the Commission promulgated thereunder (the “Exchange Act Regulations, except where the failure to make any such filing could not reasonably be expected to result in a Material Adverse Change).

Appears in 2 contracts

Samples: Underwriting Agreement (Tharimmune, Inc.), Underwriting Agreement (Hillstream BioPharma Inc.)

Disclosures in Commission Filings. Since January 1, 2022, For the two years preceding the date hereof (i) none of the Company’s filings with the Commission, when filed, contained any untrue statement of a material fact or omitted to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; and (ii) the Company has made all filings with the Commission required under the Exchange Act and the Securities Act Regulations, except where the failure to make any such filing could not reasonably be expected to result in a Material Adverse Change).

Appears in 1 contract

Samples: Underwriting Agreement (Netcapital Inc.)

Disclosures in Commission Filings. Since January 1June 2, 20222023, (i) none of the Company’s filings with the Commission, when filed, Commission contained any untrue statement of a material fact or omitted to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; and (ii) the Company has made all filings with the Commission required under the Exchange Act and the Securities rules and regulations of the Commission promulgated thereunder (the “Exchange Act Regulations, except where the failure to make any such filing could not reasonably be expected to result in a Material Adverse Change).

Appears in 1 contract

Samples: Underwriting Agreement (Bynd Cannasoft Enterprises Inc.)

Disclosures in Commission Filings. Since January 1, 2022, (i) none of the Company’s filings with the Commission, when filed, Commission contained any untrue statement of a material fact or omitted to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; and (ii) the Company has made all filings with the Commission required under the Exchange Act and the Securities rules and regulations of the Commission promulgated thereunder (the “Exchange Act Regulations, except where the failure to make any such filing could not reasonably be expected to result in a Material Adverse Change).

Appears in 1 contract

Samples: Underwriting Agreement (Cel Sci Corp)

Disclosures in Commission Filings. Since January 1August 30, 20222021, (i) none of the Company’s filings with the Commission, when filed, Commission contained any untrue statement of a material fact or omitted to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; and (ii) the Company has made all filings with the Commission required under the Exchange Act and the Securities rules and regulations of the Commission promulgated thereunder (the “Exchange Act Regulations, except where the failure to make any such filing could not reasonably be expected to result in a Material Adverse Change).

Appears in 1 contract

Samples: Underwriting Agreement (OMNIQ Corp.)

Disclosures in Commission Filings. Since January 1February 23, 20222021, (i) none of the Company’s filings with the Commission, when filed, Commission contained any untrue statement of a material fact or omitted to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; and (ii) the Company has made all filings with the Commission required under the Exchange Act and the Securities rules and regulations of the Commission promulgated thereunder (the “Exchange Act Regulations, except where the failure to make any such filing could not reasonably be expected to result in a Material Adverse Change).

Appears in 1 contract

Samples: Placement Agency Agreement (BriaCell Therapeutics Corp.)

Disclosures in Commission Filings. Since January October 1, 20222019, (i) none of the Company’s 's filings with the Commission, when filed, Commission contained any untrue statement of a material fact or omitted to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; and (ii) the Company has made all filings with the Commission required under the Exchange Act and the Securities rules and regulations of the Commission promulgated thereunder (the “Exchange Act Regulations, except where the failure to make any such filing could not reasonably be expected to result in a Material Adverse Change).

Appears in 1 contract

Samples: Underwriting Agreement (Cel Sci Corp)

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