Common use of Initial Disclosure Clause in Contracts

Initial Disclosure. Promptly after the date hereof (and prior to the Company delivering an Advance Notice to the Investor hereunder), the Company shall file with the SEC a report on Form 8-K or such other appropriate form as determined by counsel to the Company, relating to the transactions contemplated by this Agreement and a preliminary Prospectus Supplement pursuant to Rule 424(b) of the Securities Act disclosing all information relating to the transaction contemplated hereby required to be disclosed therein and an updated Plan of Distribution, including, without limitation, the name of the Investor, the number of Shares being offered hereunder, the terms of the offering, the Certain confidential information contained in this document, marked by [***], has been omitted because Eos Energy Enterprises, Inc. (the “Company”) has determined that the information (i) is not material and (ii) contains personal information. purchase price of the Shares, and other material terms of the offering, and any other information or disclosure necessary to register the transactions contemplated herein (collectively, the “Initial Disclosure”) and shall provide the Investor with 24 hours to review the Initial Disclosure prior to its filing. Promptly, and in any event no later than two days after each Advance Date, the Company shall file with the SEC a Prospectus Supplement pursuant to Rule 424(b) of the Securities Act disclosing all information relating to the particular Advance to be disclosed therein, including, without limitation, the number of Shares offered and the purchase price of the Shares, and other material terms of the particular offering, and any other information or disclosure necessary to register the Shares issued pursuant to such Advance.

Appears in 1 contract

Samples: Equity Purchase Agreement (Eos Energy Enterprises, Inc.)

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Initial Disclosure. Promptly after the date hereof (and prior to the Company delivering an Advance Notice to the Investor hereunder)execution of this Agreement, the Company shall file with the SEC a current report on Form 8-K or such other appropriate form as determined by counsel to the CompanyCompany (the “Current Report”), relating to the transactions contemplated by this Agreement and a preliminary Prospectus Supplement pursuant to Rule 424(b) of the Securities Act disclosing all information relating to the transaction contemplated hereby required to be disclosed therein and an updated Plan of Distribution, including, without limitation, the name of the Investor, the number amount of the Shares being offered hereunder, the terms of the offering, the Certain confidential information contained in this document, marked by [***], has been omitted because Eos Energy Enterprises, Inc. (the “Company”) has determined that the information (i) is not material and (ii) contains personal information. purchase price of the Shares, and other material terms of the offering, and any other information or disclosure necessary to register the transactions contemplated herein (collectively, the “Initial Disclosure”) and shall provide the Investor with 24 hours adequate opportunity to review the Initial Disclosure prior to its filing. PromptlyTo the extent required, and in any event no later than two days promptly after each Advance Purchase Notice Date, the Company shall file with the SEC a Prospectus Supplement pursuant to Rule 424(b) of the Securities Act disclosing all information relating to the particular Advance to be disclosed therein, including, without limitation, the number of Shares offered and the purchase price of the Shares, and other material terms of the particular offering, and any other information or disclosure necessary to register the Shares issued pursuant to such Advance.

Appears in 1 contract

Samples: Advance Agreement (Nutex Health, Inc.)

Initial Disclosure. Promptly after the date hereof execution of this Agreement (and prior to to, or simultaneously with the Company delivering an Advance Notice a Request to the Investor hereunder), the Company shall file with the SEC a report on Form 8-K or such other appropriate form as determined by counsel to the Company, relating to the transactions contemplated by this Agreement and a preliminary Prospectus Supplement pursuant to Rule 424(b) of the Securities Act disclosing all information relating to the transaction contemplated hereby required to be disclosed therein and an updated Plan of Distribution, including, without limitation, the name of the Investor, the number of Shares being offered hereunder, the terms of the offering, the Certain confidential information contained in this document, marked by [***], has been omitted because Eos Energy Enterprises, Inc. (the “Company”) has determined that the information (i) is not material and (ii) contains personal information. purchase price of the Shares, and other material terms of the offering, and any other information or disclosure necessary to register the transactions contemplated herein (collectively, the “Initial Disclosure”) and shall provide the Investor with 24 hours adequate opportunity to review the Initial Disclosure prior to its filing. PromptlyTo the extent required, and in any event no later than two days promptly after each Advance Purchase Notice Date, the Company shall file with the SEC a Prospectus Supplement pursuant to Rule 424(b) of the Securities Act disclosing all information relating to the particular Advance to be disclosed therein, including, without limitation, the number of Shares offered and the purchase price of the Shares, and other material terms of the particular offering, and any other information or disclosure necessary to register the Shares issued pursuant to such Advance.

Appears in 1 contract

Samples: Pre Paid Advance Agreement (Orbital Infrastructure Group, Inc.)

Initial Disclosure. Promptly after the date hereof (and prior to the Company delivering an Advance Notice to the Investor hereunder)execution of this Agreement, the Company shall file furnish with the SEC a report on Form 86-K or such other appropriate form as determined by counsel to the Company, relating to the transactions contemplated by this Agreement and if required, a preliminary Prospectus Supplement pursuant to Rule 424(b) of the Securities Act disclosing all information relating to the transaction contemplated hereby required to be disclosed therein and an updated Plan of Distribution, including, without limitation, the name of the Investor, the number amount of Shares the Securities being offered hereunder, the terms of the offering, the Certain confidential information contained in this document, marked by [***], has been omitted because Eos Energy Enterprises, Inc. (the “Company”) has determined that the information (i) is not material and (ii) contains personal information. purchase price of the Advance Shares, and other material terms of the offering, and any other information or disclosure necessary to register the transactions contemplated herein (collectivelyherein. To the extent required, the “Initial Disclosure”) and shall provide the Investor with 24 hours to review the Initial Disclosure prior to its filing. Promptly, and in any event no later than two days promptly after each Advance Notice Date, the Company shall file with the SEC a Prospectus Supplement pursuant to Rule 424(b) of the Securities Act disclosing all information relating to the particular Advance to be disclosed therein, including, without limitation, the amount of the Advance, the number of Advance Shares offered and the purchase price of the Advance Shares, and other material terms of the particular offering, and any other information or disclosure necessary to register all of the Advance Shares issued and issuable pursuant to such Advance.

Appears in 1 contract

Samples: Equity Purchase Agreement (Taoping Inc.)

Initial Disclosure. Promptly after the date hereof (and prior to the Company delivering an Advance Notice to the Investor hereunder)execution of this Agreement, the Company shall file with the SEC a current report on Form 8-K or such other appropriate form as determined by counsel to the CompanyCompany (the “Current Report”), relating to the transactions contemplated by this Agreement and a preliminary Prospectus Supplement pursuant to Rule 424(b) of the Securities Act disclosing all information relating to the transaction contemplated hereby required to be disclosed therein and an updated Plan of Distribution, including, without limitation, the name of the Investor, the number value of Shares being offered hereunder, the terms of the offering, the Certain confidential information contained in this document, marked by [***], has been omitted because Eos Energy Enterprises, Inc. (the “Company”) has determined that the information (i) is not material and (ii) contains personal information. purchase price of the Shares, the amount of the Pre-Paid Advance, the terms and conditions of the Pre-Paid Advance, and other material terms of the offering, and any other information or disclosure necessary to register the transactions contemplated herein (collectively, the “Initial Disclosure”) and shall provide the Investor with 24 hours adequate opportunity to review the Initial Disclosure prior to its filing. PromptlyTo the extent required, and in any event no later than two days promptly after each Advance Date, the Company shall file with the SEC a Prospectus Supplement pursuant to Rule 424(b) of the Securities Act disclosing all information relating to the particular Advance to be disclosed therein, including, without limitation, the amount of the Advance, the number of Shares offered and the purchase price of the Shares, and other material terms of the particular offering, and any other information or disclosure necessary to register all of the Shares issued and issuable pursuant to such Advance.

Appears in 1 contract

Samples: Advance Agreement (Reborn Coffee, Inc.)

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Initial Disclosure. Promptly after the date hereof (and prior to to, or simultaneously with the Company delivering an Advance Notice a Request to the Investor hereunder), the Company shall file with the SEC a report on Form 8-K or such other appropriate form as determined by counsel to the Company, relating to the transactions contemplated by this Agreement and a preliminary Prospectus Supplement pursuant to Rule 424(b) of the Securities Act disclosing all information relating to the transaction contemplated hereby required to be disclosed therein and an updated Plan of Distribution, including, without limitation, the name of the Investor, the number of Shares being offered hereunder, the terms of the offering, the Certain confidential information contained in this document, marked by [***], has been omitted because Eos Energy Enterprises, Inc. (the “Company”) has determined that the information (i) is not material and (ii) contains personal information. purchase price of the Shares, and other material terms of the offering, and any other information or disclosure necessary to register the transactions contemplated herein (collectively, the “Initial Disclosure”) and shall provide the Investor with 24 hours to review the Initial Disclosure prior to its filing. Promptly, and in any event no later than two days after each Advance Purchase Notice Date, the Company shall file with the SEC a Prospectus Supplement pursuant to Rule 424(b) of the Securities Act disclosing all information relating to the particular Advance to be disclosed therein, including, without limitation, the number of Shares offered and the purchase price of the Shares, and other material terms of the particular offering, and any other information or disclosure necessary to register the Shares issued pursuant to such Advance.

Appears in 1 contract

Samples: Advance Agreement (Canoo Inc.)

Initial Disclosure. Promptly after the date hereof (and prior to the Company delivering an Advance Notice to the Investor hereunder)execution of this Agreement, the Company shall file with the SEC a current report on Form 86-K or such other appropriate form as determined by counsel to the CompanyCompany (the “Current Report”), relating to the transactions contemplated by this Agreement and a preliminary Prospectus Supplement pursuant to Rule 424(b) of the Securities Act disclosing all information relating to the transaction contemplated hereby required to be disclosed therein and an updated Plan of Distribution, including, without limitation, the name of the Investor, the number amount of the Shares being offered hereunder, the terms of the offering, the Certain confidential information contained in this document, marked by [***], has been omitted because Eos Energy Enterprises, Inc. (the “Company”) has determined that the information (i) is not material and (ii) contains personal information. purchase price of the Shares, the amount of the initial Pre-Paid Advance, the terms and conditions of the initial Pre-Paid Advance, and other material terms of the offering, and any other information or disclosure necessary to register the transactions contemplated herein (collectively, the “Initial Disclosure”) and shall provide the Investor with 24 hours adequate opportunity to review the Initial Disclosure prior to its filing. PromptlyTo the extent required, and in any event no later than two days promptly after each Advance Date, the Company shall file with the SEC a Prospectus Supplement pursuant to Rule 424(b) of the Securities Act disclosing all information relating to the particular Advance to be disclosed therein, including, without limitation, the amount of the Advance, the number of Shares offered and the purchase price of the Shares, and other material terms of the particular offering, and any other information or disclosure necessary to register all of the Shares issued and issuable pursuant to such Advance.

Appears in 1 contract

Samples: Advance Agreement (Mainz Biomed N.V.)

Initial Disclosure. Promptly after the date hereof (and prior to the Company delivering an Advance Notice to the Investor hereunder)execution of this Agreement, the Company shall file with the SEC a current report on Form 8-K or such other appropriate form as determined by counsel to the CompanyCompany (the “Current Report”), relating to the transactions contemplated by this Agreement and a preliminary Prospectus Supplement pursuant to Rule 424(b) of the Securities Act disclosing all information relating to the transaction contemplated hereby required to be disclosed therein and an updated Plan of Distribution, including, without limitation, the name of the Investor, the number amount of the Shares being offered hereunder, the terms of the offering, the Certain confidential information contained in this document, marked by [***], has been omitted because Eos Energy Enterprises, Inc. (the “Company”) has determined that the information (i) is not material and (ii) contains personal information. purchase price of the Shares, and other material terms of the offering, and any other information or disclosure necessary to register the transactions contemplated herein (collectively, the “Initial Disclosure”) and shall provide the Investor with 24 hours adequate opportunity to review the Initial Disclosure prior to its filing. PromptlyOn each Pre-Advance Date, and in any event no later than two days to the extent required, promptly after each Advance Purchase Notice Date, the Company shall file with the SEC a Prospectus Supplement pursuant to Rule 424(b) of the Securities Act disclosing all information relating to the particular Pre-Paid Advance or Advance to be disclosed therein, including, without limitation, the amount of the Pre-Paid Advance, the number of Shares offered and the purchase price of the Shares, and other material terms of the particular offering, and any other information or disclosure necessary to register all of the Shares issued and issuable pursuant to such Pre-Paid Advance or Advance.

Appears in 1 contract

Samples: Pre Paid Advance Agreement (Lightning eMotors, Inc.)

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