Common use of Effectiveness and Events Requiring Notice to the Representative Clause in Contracts

Effectiveness and Events Requiring Notice to the Representative. The Company will use its best efforts to cause the Registration Statement to remain effective until distribution of the Public Securities is complete and will notify the Representative immediately and confirm the notice in writing (i) of the effectiveness of the Registration Statement and any amendment thereto, (ii) of the issuance by the Commission of any stop order or of the initiation, or the threatening, of any proceeding for that purpose when the Company becomes aware of such, (iii) of the issuance by any state securities commission of any proceedings for the suspension of the qualification of the Public Securities for offering or sale in any jurisdiction or of the initiation, or the threatening, of any proceeding for that purpose when the Company becomes aware of such, (iv) of the mailing and delivery to the Commission for filing of any amendment or supplement to the Registration Statement or Prospectus, (v) of the receipt of any comments or request for any additional information from the Commission, and (vi) of the happening of any event during the period described in Section 4.3 hereof that, in the judgment of the Company, makes any statement of a material fact made in the Registration Statement or the Prospectus untrue or that requires the making of any changes in the Registration Statement or the Prospectus in order to make the statements therein, in light of the circumstances under which they were made, not misleading. If the Commission or any state securities commission shall enter a stop order or suspend such qualification during any such time, the Company will make every reasonable effort to obtain promptly the lifting of such order.

Appears in 1 contract

Samples: Underwriting Agreement (Highbury Financial Inc)

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Effectiveness and Events Requiring Notice to the Representative. The Company will use its best efforts to cause the Registration Statement to remain effective until distribution of with a current prospectus for at least nine (9) months after the Public Securities is complete Applicable Time, and will notify the Representative immediately and confirm the notice in writing writing: (i) of the effectiveness of the Registration Statement and any amendment thereto, ; (ii) of the issuance by the Commission of any stop order or of the initiation, or the threatening, of any proceeding for that purpose when the Company becomes aware of such, purpose; (iii) of the issuance by any state securities commission of any proceedings for the suspension of the qualification of the Public Securities shares of Common Stock for offering or sale in any jurisdiction or of the initiation, or the threatening, of any proceeding for that purpose when the Company becomes aware of such, purpose; (iv) of the mailing and delivery to the Commission for filing of any amendment or supplement to the Registration Statement or Prospectus, ; (v) of the receipt of any comments or request for any additional information from the Commission, ; and (vi) of the happening of any event during the period described in this Section 4.3 hereof 3.4 that, in the judgment of the Company, makes any statement of a material fact made in the Registration Statement or the Prospectus untrue or that requires the making of any changes in the Registration Statement or the Prospectus in order to make the statements therein, in light of the circumstances under which they were made, not misleading. If the Commission or any state securities commission shall enter a stop order or suspend such qualification during at any such time, the Company will make every reasonable effort to obtain promptly the lifting of such order.

Appears in 1 contract

Samples: Underwriting Agreement (U.S. Rare Earths, Inc)

Effectiveness and Events Requiring Notice to the Representative. The Company will use its best all commercially reasonable efforts to cause the Registration Statement to remain effective until distribution of the Public Securities is complete and will notify the Representative immediately and confirm the notice in writing (i) of the effectiveness of the Registration Statement and any amendment thereto, (ii) of the issuance by the Commission of any stop order or of the initiation, or the threatening, of any proceeding for that purpose when the Company becomes aware of suchpurpose, (iii) of the issuance by any state securities commission commis-sion of any proceedings for the suspension of the qualification of the Public Securities for offering or sale in any jurisdiction or of the initiation, or the threatening, of any proceeding for that purpose when the Company becomes aware of suchpurpose, (iv) of the mailing and delivery to the Commission for filing of any amendment or supplement to the Registration Statement Statement, the Preliminary Prospectus or the Prospectus, (v) of the receipt of any comments or request for any additional information from the Commission, and (vi) of the happening of any event during the period described in Section 4.3 3.4 hereof that, in the judgment of the Company, makes any statement of a material fact made in the Registration Statement Statement, the Preliminary Prospectus or the Prospectus untrue or that requires the making of any changes in the Registration Statement or the Prospectus in order to make the statements therein, in light of the circumstances under which they were made, not misleading. If the Commission or any state securities commission shall enter a stop order or suspend such qualification during at any such time, the Company will make every commercially reasonable effort to obtain promptly the lifting of such order.

Appears in 1 contract

Samples: Underwriting Agreement (Capital Ten Acquisition Corp.)

Effectiveness and Events Requiring Notice to the Representative. The Company will use its best efforts to cause the Registration Statement to remain effective until distribution of with a current prospectus for at least nine (9) months from the Public Securities is complete Applicable Time and will notify the Representative immediately and confirm the notice in writing writing: (i) of the effectiveness of the Registration Statement and any amendment thereto, ; (ii) of the issuance by the Commission of any stop order or of the initiation, or the threatening, of any proceeding for that purpose when the Company becomes aware of such, purpose; (iii) of the issuance by any state securities commission of any proceedings for the suspension of the qualification of the Public Securities for offering or sale in any jurisdiction or of the initiation, or the threatening, of any proceeding for that purpose when the Company becomes aware of such, purpose; (iv) of the mailing and delivery to the Commission for filing of any amendment or supplement to the Registration Statement or Prospectus, ; (v) of the receipt of any comments or request requests for any additional information from the Commission, ; and (vi) of the happening of any event during the period described in this Section 4.3 3.4 hereof that, in the judgment of the Company, makes any statement of a material fact made in the Registration Statement or the Prospectus untrue or that requires the making of any changes in the Registration Statement or the Prospectus in order to make the statements therein, in light of the circumstances under which they were made, not misleading. If the Commission or any state securities commission shall enter a stop order or suspend such qualification during at any such time, the Company will make every reasonable effort to obtain promptly the lifting of such order.

Appears in 1 contract

Samples: Underwriting Agreement (Tantech Holdings LTD)

Effectiveness and Events Requiring Notice to the Representative. The Company will use its best efforts to cause the Registration Statement to remain effective until distribution of with a current prospectus for at least nine (9) months from the Public Securities is complete Closing Date and will notify the Representative immediately and confirm the notice in writing writing: (i) of the effectiveness of the Registration Statement and any amendment thereto, ; (ii) of the issuance by the Commission of any stop order or of the initiation, or the threatening, of any proceeding for that purpose when the Company becomes aware of such, purpose; (iii) of the issuance by any state securities commission of any proceedings for the suspension of the qualification of the Public Securities for offering or sale in any jurisdiction or of the initiation, or the threatening, of any proceeding for that purpose when the Company becomes aware of such, purpose; (iv) of the mailing and delivery to the Commission for filing of any amendment or supplement to the Registration Statement or Prospectus, ; (v) of the receipt of any comments or request for any additional information from the Commission, ; and (vi) of the happening of any event during the period described in this Section 4.3 3.4 hereof that, in the judgment of the Company, makes any statement of a material fact made in the Registration Statement or the Prospectus untrue or that requires the making of any changes in the Registration Statement or the Prospectus in order to make the statements therein, in light of the circumstances under which they were made, not misleading. If the Commission or any state securities commission shall enter a stop order or suspend such qualification during at any such time, the Company will make every reasonable effort to obtain promptly the lifting of such order.

Appears in 1 contract

Samples: Underwriting Agreement (On Track Innovations LTD)

Effectiveness and Events Requiring Notice to the Representative. The Company will use its best efforts to cause the Registration Statement to remain effective until distribution of the Public Securities is complete and will notify the Representative immediately and confirm the notice in writing (i) of the effectiveness of the Registration Statement and any amendment thereto, (ii) of the issuance by the Commission of any stop order or of the initiation, or the threatening, of any proceeding for that purpose purpose, when the Company becomes aware of such, (iii) of the issuance by any state securities commission of any proceedings for the suspension of the qualification of the Public Securities for offering or sale in any jurisdiction or of the initiation, or the threatening, of any proceeding for that purpose purpose, when the Company becomes aware of such, (iv) of the mailing and delivery to the Commission for filing of any amendment or supplement to the Registration Statement or Prospectus, (v) of the receipt of any comments or request for any additional information from the Commission, and (vi) of the happening of any event during the period described in Section 4.3 3.4 hereof that, in the judgment of the Company, makes any statement of a material fact made in the Registration Statement or the Prospectus untrue or that requires the making of any changes in the Registration Statement or the Prospectus in order to make the statements therein, in light of the circumstances under which they were made, not misleading. If the Commission or any state securities commission shall enter a stop order or suspend such qualification during any such time, the Company will make every reasonable effort to obtain promptly the lifting of such order.

Appears in 1 contract

Samples: Underwriting Agreement (Industrial Services Acquisition Corp.)

Effectiveness and Events Requiring Notice to the Representative. The Company will use its best commercially reasonable efforts to cause the Registration Statement to remain effective until distribution of with a current prospectus for at least nine (9) months from the Public Securities is complete Applicable Time. and will notify the Representative immediately and confirm the notice in writing writing: (i) of the effectiveness of the Registration Statement and any amendment thereto, ; (ii) of the issuance by the Commission of any stop order or of the initiation, or the threatening, of any proceeding for that purpose when the Company becomes aware of such, purpose; (iii) of the issuance by any state securities commission of any proceedings for the suspension of the qualification of the Public Securities for offering or sale in any jurisdiction or of the initiation, or the threatening, of any proceeding for that purpose when the Company becomes aware of such, purpose; (iv) of the mailing and delivery to the Commission for filing of any amendment or supplement to the Registration Statement or Prospectus, ; (v) of the receipt of any comments or request for any additional information from the Commission, ; and (vi) of the happening of any event during the period described in this Section 4.3 3.4 hereof that, in the judgment of the Company, makes any statement of a material fact made in the Registration Statement or the Prospectus untrue or that requires the making of any changes in the Registration Statement or the Prospectus in order to make the statements therein, in light of the circumstances under which they were made, not misleading. If the Commission or any state securities commission shall enter a stop order or suspend such qualification during at any such time, the Company will make every reasonable effort to obtain promptly the lifting of such order.

Appears in 1 contract

Samples: Underwriting Agreement (Peak Resorts Inc)

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Effectiveness and Events Requiring Notice to the Representative. The Company will use its best efforts to cause the Registration Statement to remain effective until distribution of the Public Securities is complete and will notify the Representative immediately and confirm the notice in writing writing: (i) of the effectiveness of the Registration Statement and any amendment thereto, ; (ii) of the issuance by the Commission of any stop order or of the initiation, or the threatening, of any proceeding for that purpose purpose, when the Company becomes aware of such, ; (iii) of the issuance by any state securities commission of any proceedings for the suspension of the qualification of the Public Securities for offering or sale in any jurisdiction or of the initiation, or the threatening, of any proceeding for that purpose purpose, when the Company becomes aware of such, ; (iv) of the mailing and delivery to the Commission for filing of any amendment or supplement to the Registration Statement or Prospectus, ; (v) of the receipt of any comments or request for any additional information from the Commission, ; and (vi) of the happening of any event during the period described in Section 4.3 3.4 hereof that, in the judgment of the Company, makes any statement of a material fact made in the Registration Statement or the Prospectus untrue or that requires the making of any changes in the Registration Statement or the Prospectus in order to make the statements therein, in light of the circumstances under which they were made, not misleading. If the Commission or any state securities commission shall enter a stop order or suspend such qualification during at any such time, the Company will make every reasonable effort to obtain promptly the lifting of such order.

Appears in 1 contract

Samples: Underwriting Agreement (Platinum Energy Resources Inc)

Effectiveness and Events Requiring Notice to the Representative. The Company will use its best efforts to cause the Registration Statement to remain effective until distribution of and the Public Securities is complete and Company will notify the Representative immediately and confirm the notice in writing (i) of the effectiveness of the Registration Statement and any amendment thereto, (ii) of the issuance by the Commission of any stop order or of the initiation, or the threatening, of any proceeding for that purpose when the Company becomes aware of suchpurpose, (iii) of the issuance by any state securities commission of any proceedings for the suspension of the qualification of the Public Securities for offering or sale in any jurisdiction or of the initiation, or the threatening, of any proceeding for that purpose when the Company becomes aware of suchpurpose, (iv) of the mailing and delivery to the Commission for filing of any amendment or supplement to the Registration Statement or Prospectus, (v) of the receipt of any comments or request for any additional information from the Commission, and (vi) of the happening of any event during the period described in Section 4.3 3.2.3 hereof that, in the judgment of the Company, makes any statement of a material fact made in the Registration Statement Statement, the Sale Preliminary Prospectus or the Prospectus untrue or that requires the making of any changes in the Registration Statement Statement, the Sale Preliminary Prospectus or the Prospectus in order to make the statements therein, in light of the circumstances under which they were made, not misleading. If the Commission or any state securities commission shall enter a stop order or suspend such qualification during at any such time, the Company will make every reasonable effort to obtain promptly the lifting of such order.

Appears in 1 contract

Samples: Underwriting Agreement (Beverage Acquisition CORP)

Effectiveness and Events Requiring Notice to the Representative. The Company will use its best efforts to cause the Registration Statement to remain effective until distribution of with a current prospectus for at least nine (9) months from the Public Securities is complete Applicable Time and will notify the Representative immediately and confirm the notice in writing writing: (i) of the effectiveness of the Registration Statement and any amendment thereto, ; (ii) of the issuance by the Commission of any stop order or of the initiation, or the threatening, of any proceeding for that purpose when the Company becomes aware of such, purpose; (iii) of the issuance by any state securities commission of any proceedings for the suspension of the qualification of the Public Securities for offering or sale in any jurisdiction or of the initiation, or the threatening, of any proceeding for that purpose when the Company becomes aware of such, purpose; (iv) of the mailing and delivery to the Commission for filing of any amendment or supplement to the Registration Statement or Prospectus, ; (v) of the receipt of any comments or request requests for any additional information from the Commission, ; and (vi) of the happening of any event during the period described in this Section 4.3 4.4 hereof that, in the judgment of the Company, makes any statement of a material fact made in the Registration Statement or the Prospectus untrue or that requires the making of any changes in the Registration Statement or the Prospectus in order to make the statements therein, in light of the circumstances under which they were made, not misleading. If the Commission or any state securities commission shall enter a stop order or suspend such qualification during at any such time, the Company will make every reasonable effort to obtain promptly the lifting of such order.

Appears in 1 contract

Samples: Underwriting Agreement (Tantech Holdings LTD)

Effectiveness and Events Requiring Notice to the Representative. The Company will use its best efforts to cause the Registration Statement to remain effective until distribution of with a current prospectus for at least nine (9) months from the Public Securities is complete Applicable Time and will notify the Representative immediately and confirm the notice in writing writing: (i) of the effectiveness of the Registration Statement and any amendment thereto, ; (ii) of the issuance by the Commission of any stop order or of the initiation, or the threatening, of any proceeding for that purpose when the Company becomes aware of such, purpose; (iii) of the issuance by any state securities commission of any proceedings for the suspension of the qualification of the Public Securities for offering or sale in any jurisdiction or of the initiation, or the threatening, of any proceeding for that purpose when the Company becomes aware of such, purpose; (iv) of the mailing and delivery to the Commission for filing of any amendment or supplement to the Registration Statement or Prospectus, ; (v) of the receipt of any comments or request for any additional information from the Commission, ; and (vi) of the happening of any event during the period described in this Section 4.3 3.4 hereof that, in the judgment of the Company, makes any statement of a material fact made in the Registration Statement or the Prospectus untrue or that requires the making of any changes in the Registration Statement or the Prospectus in order to make the statements therein, in light of the circumstances under which they were made, not misleading. If the Commission or any state securities commission shall enter a stop order or suspend such qualification during at any such time, the Company will make every reasonable effort to obtain promptly the lifting of such order.

Appears in 1 contract

Samples: Underwriting Agreement (Cutanea Life Sciences Inc)

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