Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 52 contracts

Samples: Stock Purchase Agreement (PSM Holdings Inc), Stock Purchase Agreement (PSM Holdings Inc), Stock Purchase Agreement (PSM Holdings Inc)

Integration. The Company shall not, and shall use its best efforts to ensure ~~that~~ that, no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers~~, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~.

Appears in 37 contracts

Samples: Convertible Preferred Stock Purchase Agreement (E Digital Corp), Convertible Preferred Stock and Common Stock Warrant Purchase Agreement (Syscan Imaging Inc), Secured Convertible Debenture Purchase Agreement (Digital Descriptor Systems Inc)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Purchasers or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 34 contracts

Samples: Securities Purchase Agreement (Oncolix, Inc.), Securities Purchase Agreement (Advanced Environmental Petroleum Producers Inc.), Securities Purchase Agreement (Worldgate Communications Inc)

Integration. The Company shall not, and shall use its best efforts to ensure that no ~~Affiliate~~ affiliate of the Company shall, after the date hereof, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security ~~(as defined in Section 2 of the Securities Act)~~ that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Subscribers.

Appears in 33 contracts

Samples: Subscription Agreement (Bullfrog Gold Corp.), Subscription Agreement (Bullfrog Gold Corp.), Subscription Agreement (McGlothlin Holdings, Ltd.)

Appears in 31 contracts

Samples: Securities Purchase Agreement (Paincare Holdings Inc), Securities Purchase Agreement (Summus Inc Usa), Securities Purchase Agreement (Path 1 Network Technologies Inc)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Investors or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 25 contracts

Samples: Securities Purchase Agreement (NanoVibronix, Inc.), Securities Purchase Agreement (NanoVibronix, Inc.), Securities Purchase Agreement (NanoVibronix, Inc.)

Integration. The Company shall ~~not,~~ not and shall use its best efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Purchaser.

Appears in 23 contracts

Samples: Convertible Preferred Stock Purchase Agreement (O2diesel Corp), Convertible Preferred Stock Purchase Agreement (O2diesel Corp), Sicav One Securities Purchase Agreement (Nano Chemical Systems Holdings, Inc.)

Integration. The Company shall not, and shall use its best efforts to ensure that no ~~Affiliate~~ affiliate of the Company shall, after the date hereof, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security ~~(as defined in Section 2 of the Securities Act)~~ that would be integrated with the offer or sale of the ~~Securities~~ Units in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Units to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Subscribers.

Appears in 22 contracts

Samples: Subscription Agreement for Units (Bullfrog Gold Corp.), Subscription Agreement (Polarityte, Inc.), Subscription Agreement (Digital Power Corp)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers~~Investors, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 20 contracts

Samples: Securities Purchase Agreement (ProLink Holdings Corp.), Securities Purchase Agreement (Emerge Interactive Inc), Securities Purchase Agreement (Yak Communications Inc)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonably efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Investors or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 18 contracts

Samples: Securities Purchase Agreement (CareDx, Inc.), Securities Purchase Agreement (CareDx, Inc.), Securities Purchase Agreement (Regado Biosciences Inc)

Integration. The Company shall not, and shall use its best efforts to ensure ~~that~~ that, no Affiliate ~~of the Company~~ shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Purchaser.

Appears in 16 contracts

Samples: Convertible Preferred Stock Purchase Agreement (Tanisys Technology Inc), Convertible Preferred Stock Purchase Agreement (I Link Inc), Convertible Preferred Stock Purchase Agreement (Coyote Network Systems Inc)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Purchaser or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 16 contracts

Samples: Securities Purchase Agreement (White River Energy Corp.), Securities Purchase Agreement (White River Energy Corp.), Securities Purchase Agreement (White River Energy Corp.)

Integration. The Company shall not, and shall use ~~its best~~ commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Purchasers or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 12 contracts

Samples: Securities Purchase Agreement (International Isotopes Inc), Securities Purchase Agreement (International Isotopes Inc), Securities Purchase Agreement (International Isotopes Inc)

Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Investors.

Appears in 12 contracts

Samples: Securities Purchase Agreement (Alseres Pharmaceuticals Inc /De), Securities Purchase Agreement (Alseres Pharmaceuticals Inc /De), Securities Purchase Agreement (Alseres Pharmaceuticals Inc /De)

Integration. The Company shall not, and shall use its best efforts to ensure that no ~~Affiliate~~ affiliate of the Company shall, after the date hereof, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security ~~(as defined in Section 2 of the Securities Act)~~ that would be integrated with the offer or sale of the ~~Securities~~ Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Subscribers.

Appears in 12 contracts

Samples: Subscription Agreement (Sevion Therapeutics, Inc.), Subscription Agreement (Function(x) Inc.), Subscription Agreement (Function(x) Inc.)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of ~~the Securities~~ this Warrant in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Warrant to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Holder.

Appears in 10 contracts

Samples: Securities Purchase Agreement (Cipher Pharmaceuticals Inc), Credit Agreement (Verenium Corp), Registration Rights Agreement (Verenium Corp)

Integration. The Company shall ~~not,~~ not and shall use its best efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the issue or sale of the Securities to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Purchaser.

Appears in 10 contracts

Samples: Convertible Preferred Stock Purchase Agreement (Say Yes Foods Inc), Convertible Debenture Purchase Agreement (Fix Corp International Inc), Convertible Debenture Purchase Agreement (Innovacom Inc)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the ~~Securities~~ 1933 Act) that ~~would~~ will be integrated with the offer or sale of the Securities in a manner that would require the registration under the ~~Securities~~ 1933 Act of the sale of the Securities to the ~~Purchasers~~Investor, or that ~~would~~ will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market that would require, under the rules of the Trading Market, the Shareholder Approval.

Appears in 10 contracts

Samples: Securities Purchase Agreement (Know Labs, Inc.), Securities Purchase Agreement (Abvc Biopharma, Inc.), Securities Purchase Agreement (Abvc Biopharma, Inc.)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers~~Purchaser, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 9 contracts

Samples: Securities Purchase Agreement (Starr Insurance Holdings, Inc.), Securities Purchase Agreement (GRANDPARENTS.COM, Inc.), Securities Purchase Agreement (GRANDPARENTS.COM, Inc.)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers~~, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~.

Appears in 9 contracts

Samples: Escrow Agreement (Smartire Systems Inc), Securities Purchase Agreement (Smartire Systems Inc), Securities Purchase Agreement (Smartire Systems Inc)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that ~~would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would~~ will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading ~~Market~~Market such that it would require stockholder approval prior to the closing of such other transaction unless stockholder approval is obtained before the closing of such subsequent transaction.

Appears in 9 contracts

Samples: Securities Purchase Agreement (Torchlight Energy Resources Inc), Securities Purchase Agreement (McCabe Greg), Securities Purchase Agreement (Z Trim Holdings, Inc)

Integration. The Company shall ~~not,~~ not and shall use its best efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Purchaser.

Appears in 8 contracts

Samples: Convertible Redeemable Preferred Stock Purchase Agreement (Miscor Group, Ltd.), Series a Preferred Stock Purchase Agreement (Oceanaut, Inc.), Convertible Preferred Stock Purchase Agreement (MPLC, Inc.)

Appears in 8 contracts

Samples: Series B Preferred Stock Purchase Agreement (Wolverine Tube Inc), Series B Preferred Stock Purchase Agreement (Plainfield Special Situations Master Fund Ltd.), Series a Preferred Stock Purchase Agreement (Tenby Pharma Inc)

Integration. The Company shall not, and shall use its best efforts to ensure ~~that~~ that, no Affiliate ~~of the Company~~ shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Purchasers or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of ~~any Trading~~ the Nasdaq Stock Market.

Appears in 8 contracts

Samples: Securities Purchase Agreement (Fidelity Holdings Inc), Securities Purchase Agreement (GSV Inc), Securities Purchase Agreement (Neotherapeutics Inc)

Integration. The Company shall not, and shall use its best efforts to ensure ~~that~~ that, no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for the purposes of the rules and regulations of ~~any Trading Market~~NASDAQ.

Appears in 8 contracts

Samples: Convertible Secured Note Purchase Agreement (Global Technologies LTD), Securities Purchase Agreement (Macrochem Corp), Convertible Debenture Purchase Agreement (Rowecom Inc)

Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Purchasers or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 8 contracts

Samples: Securities Purchase Agreement (Sibling Group Holdings, Inc.), Securities Purchase Agreement (Shenzhen City Qianhai Xinshi Education Management Co., Ltd.), Securities Purchase Agreement (Dialogic Inc.)

Integration. The Company shall not, and shall use its best efforts to ensure ~~that~~ that, no Affiliate ~~of the Company~~ shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers~~, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~.

Appears in 8 contracts

Samples: Convertible Preferred Stock Purchase Agreement (Tro Learning Inc), Preferred Stock Purchase Agreement (Neotherapeutics Inc), Convertible Preferred Stock Purchase Agreement (Intelidata Technologies Corp)

Integration. The Company shall ~~not,~~ not and shall use its best efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the issue or sale of the Securities to the Purchasers~~, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~.

Appears in 7 contracts

Samples: Convertible Debenture Purchase Agreement (JNC Opportunity Fund LTD), Convertible Debenture Purchase Agreement (Eurotech LTD), Convertible Debenture Purchase Agreement (Fix Corp International Inc)

Integration. The Company shall ~~not,~~ not and shall use its best efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Shares or the Underlying Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares or Underlying Shares to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Purchaser.

Appears in 7 contracts

Samples: Convertible Preferred Stock Purchase Agreement (Incomnet Inc), Convertible Preferred Stock Purchase Agreement (Pipeline Technologies Inc), Convertible Preferred Stock Purchase Agreement (Network Imaging Corp)

Integration. The Company shall not, and shall use ~~its best~~ commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that ~~would~~ will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Investors.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Geocom Resources Inc), Securities Purchase Agreement (Geocom Resources Inc), Securities Purchase Agreement (Geocom Resources Inc)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that ~~would~~ will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that ~~would~~ will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Nova Biosource Fuels, Inc.), Securities Purchase Agreement (Nova Biosource Fuels, Inc.), Securities Purchase Agreement (Valentis Inc)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of ~~the Securities~~ this Warrant in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Warrant to the ~~Purchasers~~Holder, or that would be integrated with the offer or sale of the ~~Securities~~ Warrant Shares for purposes of the rules and regulations of any ~~Trading~~ Principal Market.

Appears in 6 contracts

Samples: Arbor Realty Trust Inc, Arbor Realty Trust Inc, Arbor Realty Trust Inc

Integration. The Company shall not, and shall use ~~its best~~ commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any ~~Trading~~ Principal Market.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Dot Hill Systems Corp), Subscription Agreement (Metron Technology N V), Subscription Agreement (Metron Technology N V)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the issue or sale of the Securities to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Purchaser.

Appears in 6 contracts

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities pursuant to this Agreement in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers~~Investors, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Daegis Inc.), Securities Purchase Agreement (Daegis Inc.), Securities Purchase Agreement (Unify Corp)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of ~~the Securities~~ this Warrant in a manner that would require the registration under the Securities Act of the sale of ~~the Securities~~ this Warrant to the ~~Purchasers,~~ Holder or ~~that would be integrated with the offer or sale~~ any assignee of the ~~Securities for purposes of the rules and regulations of any Trading Market~~Holder.

Appears in 6 contracts

Samples: Common Stock Purchase (Workhorse Group Inc.), Purchase Agreement (Vivus Inc), Common Stock Purchase (Workhorse Group Inc.)

Appears in 6 contracts

Samples: Securities Purchase Agreement (Bam Entertainment Inc), Securities Purchase Agreement (Bam Entertainment Inc), Securities Purchase Agreement (Bam Entertainment Inc)

Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Investors or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Scientific Learning Corp), Securities Purchase Agreement (Alseres Pharmaceuticals Inc /De), Securities Purchase Agreement (Alseres Pharmaceuticals Inc /De)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to ~~the Purchasers~~Purchaser, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any ~~Trading~~ Principal Market.

Appears in 5 contracts

Samples: Convertible Note Purchase Agreement, Convertible Debenture Purchase Agreement (Health Systems Solutions Inc), Convertible Secured Debenture Purchase Agreement (Health Systems Solutions Inc)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the ~~Securities~~ 1933 Act) that ~~would~~ will be integrated with the offer or sale of the Securities in a manner that would require the registration under the ~~Securities~~ 1933 Act of the sale of the Securities to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Investor.

Appears in 5 contracts

Samples: Securities Purchase Agreement (Nature's Miracle Holding Inc.), Securities Purchase Agreement (Crown LNG Holdings LTD), Securities Purchase Agreement (Catcha Investment Corp)

Integration. The Company shall ~~not,~~ not and shall use its best efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the issue, offer or sale of the Securities to the Purchasers~~, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~.

Appears in 5 contracts

Samples: Series N Convertible Preferred Stock (Fonix Corp), Registration Rights Agreement (Fonix Corp), Convertible Preferred Stock Purchase Agreement (Palatin Technologies Inc)

Integration. The Company shall not, and shall use its best efforts to ensure ~~that~~ that, no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Purchasers or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of ~~any Trading Market~~the NASDAQ.

Appears in 5 contracts

Samples: Securities Purchase Agreement (Viisage Technology Inc), Securities Purchase Agreement (Safescience Inc), Convertible Preferred Stock Purchase Agreement (Global Technologies LTD)

Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the ~~Securities Act~~0000 Xxx) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the ~~Securities~~ 1933 Act of the sale of the Securities to the ~~Purchasers,~~ Subscribers or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of ~~any Trading~~ the Principal Market.

Appears in 5 contracts

Samples: Subscription Agreement (TherapeuticsMD, Inc.), Subscription Agreement (TherapeuticsMD, Inc.), Subscription Agreement (TherapeuticsMD, Inc.)

Integration. The Company shall not, and shall use its commercially reasonable best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares to the ~~Purchasers~~Purchaser, or that would be integrated with the offer or sale of the ~~Securities~~ Shares for purposes of the rules and regulations of any Trading Market.

Appears in 5 contracts

Samples: Common Stock Purchase Agreement (SB Asia Infrastructure Fund L.P.), Common Stock Purchase Agreement (Venture Tech Assets Ltd.), Common Stock Purchase Agreement (Intelligroup Inc)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Investor or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Tauriga Sciences, Inc.), Securities Purchase Agreement (Firstcity Financial Corp), Securities Purchase Agreement (Kinderhook Partners, Lp)

Integration. The Company shall not, and shall use ~~its best~~ commercially reasonable efforts to ensure that no ~~Affiliate of the Company~~ affiliate thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares to the ~~Purchasers,~~ Investor or that would be integrated with the offer or sale of the ~~Securities~~ Shares for purposes of the rules and regulations of ~~any~~ the Trading Market.

Appears in 4 contracts

Samples: Investment Agreement (Spectrum Pharmaceuticals Inc), Investment Agreement (Spectrum Pharmaceuticals Inc), Investment Agreement (CASI Pharmaceuticals, Inc.)

Integration. The Company shall ~~not,~~ not and shall use its best efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Debentures, the Warrants, Underlying Shares, or the Warrant Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Debentures and the Warrants to the Purchasers~~, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~.

Appears in 4 contracts

Samples: Convertible Debenture Purchase Agreement (International Fuel Technology Inc), Convertible Debenture Purchase Agreement (Surgilight Inc), Convertible Debenture Purchase Agreement (Surgilight Inc)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Purchasers or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Bitzumi, Inc.), Securities Purchase Agreement (Internet Commerce Corp), Securities Purchase Agreement (Internet Commerce Corp)

Integration. The Company shall not, and shall ~~use its best efforts to~~ ensure that no Affiliate thereof or any person acting on behalf of the Company or any such Affiliate shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Common Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Common Shares to the ~~Purchasers,~~ Investors or that would be integrated with the offer or sale of the ~~Securities for purposes of the rules and regulations of any Trading Market~~Common Shares.

Appears in 4 contracts

Samples: Investors’ Rights Agreement (Cortendo AB), Investors’ Rights Agreement (Cortendo AB), Investors’ Rights Agreement (Cortendo AB)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the ~~Securities Act~~0000 Xxx) that ~~would~~ will be integrated with the offer or sale of the Securities in a manner that would require the registration under the ~~Securities~~ 1933 Act of the sale of the Securities to the ~~Purchasers~~Investor, or that ~~would~~ will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market that would require, under the rules of the Trading Market, the Stockholder Approval.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Siyata Mobile Inc.), Securities Purchase Agreement (COMSovereign Holding Corp.), Securities Purchase Agreement (COMSovereign Holding Corp.)

Integration. The Company shall not, and shall use its best efforts ----------- to ensure ~~that~~ that, no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers~~, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Aquatic Cellulose International Corp), Convertible Debenture Purchase Agreement (Amanda Co Inc), Convertible Debenture Purchase Agreement (Amanda Co Inc)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the ~~Securities Act~~1000 Xxx) that ~~would~~ will be integrated with the offer or sale of the Securities in a manner that would require the registration under the ~~Securities~~ 1933 Act of the sale of the Securities to the ~~Purchasers~~Investor, or that ~~would~~ will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market that would require, under the rules of the Trading Market, stockholder approval.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Boxlight Corp), Securities Purchase Agreement (Boxlight Corp), Securities Purchase Agreement (Boxlight Corp)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 4 contracts

Samples: Securities Purchase Agreement (PASSUR Aerospace, Inc.), Securities Purchase Agreement (Arena Pharmaceuticals Inc), Securities Purchase Agreement (Mikohn Gaming Corp)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of ~~the Securities~~ this Warrant in a manner that would require the registration under the Securities Act of the sale of ~~the Securities~~ this Warrant to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Holder.

Appears in 4 contracts

Samples: Common Stock Purchase (Kala Pharmaceuticals, Inc.), Credit Agreement (Kala Pharmaceuticals, Inc.), Credit Agreement (Lpath, Inc)

Integration. The Company shall not, and shall use its best efforts to ensure that ~~no Affiliate~~ none of ~~the Company~~ its affiliates shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares to the ~~Purchasers,~~ Investors or that would be integrated with the offer or sale of the ~~Securities~~ Shares for purposes of the rules and regulations of ~~any Trading~~ the Nasdaq National Market.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Conceptus Inc), Stock Purchase Agreement (Conceptus Inc), Stock Purchase Agreement (Conceptus Inc)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the ~~Securities~~ 1933 Act) that ~~would~~ will be integrated with the offer or sale of the Securities in a manner that would require the registration under the ~~Securities~~ 1933 Act of the sale of the Securities to the ~~Purchasers~~Investor, or that ~~would~~ will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market that would require, under the rules of the Trading Market, the Stockholder Approval.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Golden Matrix Group, Inc.), Securities Purchase Agreement (Ainos, Inc.), Securities Purchase Agreement (PARTS iD, Inc.)

Integration. The Company shall not, and shall use ~~its best~~ commercially reasonable efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Purchasers or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Cortex Pharmaceuticals Inc/De/), Securities Purchase Agreement (Cortex Pharmaceuticals Inc/De/), Securities Purchase Agreement (Cortex Pharmaceuticals Inc/De/)

Integration. The Company shall ~~not,~~ not and shall use its best efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the issue, offer or sale of the Securities to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Buyers.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Fonix Corp), Securities Purchase Agreement (Fonix Corp), Securities Purchase Agreement (Fonix Corp)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonably efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Company Securities in a manner that would require the registration under the Securities Act of the sale of the Company Securities to the ~~Purchasers,~~ Purchasers or that would be integrated with the offer or sale of the Company Securities for purposes of the rules and regulations of any Trading Market.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Corvis Corp), Securities Purchase Agreement (Avanex Corp), Securities Purchase Agreement (Avanex Corp)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares to the Purchasers, or that would be integrated with the offer or sale of the ~~Securities~~ Shares for purposes of the rules and regulations of any Trading Market, if such integration would result in a violation of any such rule or regulation.

Appears in 3 contracts

Samples: Voting Agreement (Wilsons the Leather Experts Inc), Voting Agreement (Waller Joel N), Common Stock Purchase Agreement (Wilsons the Leather Experts Inc)

Integration. The Company shall ~~not,~~ not and shall use its best efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Shares, the Warrant Shares or the Underlying Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares, the Warrant Shares or Underlying Shares to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Purchaser.

Appears in 3 contracts

Samples: Convertible Preferred Stock Purchase Agreement (Cayenne Software Inc), Convertible Preferred Stock Purchase Agreement (Cayenne Software Inc), Convertible Preferred Stock Purchase Agreement (Cayenne Software Inc)

Integration. The Company shall not, and shall use its best efforts to ensure that no Subsidiary or Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that ~~would~~ will be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers~~Purchaser, or that ~~would~~ will be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Nova Biosource Fuels, Inc.), Securities Purchase Agreement (Nova Biosource Fuels, Inc.), Securities Purchase Agreement (Nova Biosource Fuels, Inc.)

Appears in 3 contracts

Samples: Securities Purchase Agreement (Bluephoenix Solutions LTD), Securities Purchase Agreement (Bluephoenix Solutions LTD), Securities Purchase Agreement (Bluephoenix Solutions LTD)

Integration. The Company shall not, and shall use ~~its best~~ commercially reasonable efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale or issuance of the Securities to the ~~Purchasers,~~ Purchaser or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Cicero Inc), Securities Purchase Agreement (Imperial Resources, Inc.), Securities Purchase Agreement (Imperial Resources, Inc.)

Integration. The Company shall ~~not,~~ not and shall use its best efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Preferred Shares, the Warrants, Underlying Shares, or the Warrant Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Preferred Shares and the Warrants to the Purchasers~~, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~.

Appears in 3 contracts

Samples: Preferred Stock Purchase Agreement (Hertz Technology Group Inc), Preferred Stock Purchase Agreement (Hertz Technology Group Inc), Preferred Stock Purchase Agreement (Return Assured Inc)

Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the ~~Securities Act~~0000 Xxx) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the ~~Securities~~ 1933 Act of the sale of the Securities to the ~~Purchasers,~~ Subscriber or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of ~~any Trading~~ the Principal Market.

Appears in 3 contracts

Samples: Subscription Agreement (TherapeuticsMD, Inc.), Subscription Agreement (TherapeuticsMD, Inc.), Subscription Agreement (TherapeuticsMD, Inc.)

Integration. The Company shall not, and shall use its best efforts to ----------- ensure ~~that~~ that, no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers~~, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Aquatic Cellulose International Corp), Convertible Debenture Purchase Agreement (Sonic Foundry Inc), Convertible Debenture Purchase Agreement (Aquatic Cellulose International Corp)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities to the Investors hereunder in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers~~Investors, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Access Integrated Technologies Inc), Securities Purchase Agreement (Hollywood Media Corp), Securities Purchase Agreement (Access Integrated Technologies Inc)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Common Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Common Shares to the ~~Purchasers,~~ Investors or that would be integrated with the offer or sale of the ~~Securities~~ Common Shares for purposes of the rules and regulations of any Trading Market.

Appears in 3 contracts

Samples: Securities Purchase Agreement (American Realty Capital Properties, Inc.), Securities Purchase Agreement (PROLOR Biotech, Inc.), Securities Purchase Agreement (Via Pharmaceuticals, Inc.)

Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the ~~Securities Act~~1000 Xxx) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the ~~Securities~~ 1933 Act of the sale of the Securities to the ~~Purchasers,~~ Subscribers or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of ~~any Trading~~ the Principal Market.

Appears in 3 contracts

Samples: Subscription Agreement (TherapeuticsMD, Inc.), Subscription Agreement (KushCo Holdings, Inc.), Subscription Agreement

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate ~~of the Company~~ shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers~~, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Iat Multimedia Inc), Securities Purchase Agreement (Allou Health & Beauty Care Inc), Convertible Debenture Purchase Agreement (Possis Medical Inc)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that ~~would~~ could be integrated with the offer or sale of the Securities in a manner that ~~would~~ could require the registration under the Securities Act of the sale of the Securities to the Purchasers~~, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~.

Appears in 3 contracts

Samples: Purchase Agreement (Verso Technologies Inc), Warrant Purchase Agreement (Verso Technologies Inc), Convertible Debenture Purchase Agreement (Eltrax Systems Inc)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no ~~Affiliate~~ affiliate of the Company thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares to the ~~Purchasers,~~ Buyers or that would be integrated with the offer or sale of the ~~Securities~~ Shares for purposes of the rules and regulations of any ~~Trading Market~~trading market.

Appears in 3 contracts

Samples: Common Stock Purchase Agreement (Patient Safety Technologies, Inc), Common Stock Purchase Agreement (Kinderhook Partners, Lp), Common Stock Purchase Agreement (Patient Safety Technologies, Inc)

Integration. The Company shall ~~not,~~ not and shall use its best efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the ~~sale of the Securities to the Purchasers~~issue, ~~or that would be integrated with the~~ offer or sale of the Securities ~~for purposes of the rules and regulations of any Trading Market~~to Southridge.

Appears in 3 contracts

Samples: Exchange Agreement (Fonix Corp), Exchange Agreement (Fonix Corp), Preferred Stock Exchange Agreement (Fonix Corp)

Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Investor or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Alseres Pharmaceuticals Inc /De), Securities Purchase Agreement (Alseres Pharmaceuticals Inc /De)

Integration. The Company shall ~~not,~~ not and shall use its best efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Purchaser.

Appears in 2 contracts

Samples: Sicav One Securities Purchase Agreement (IsoRay, Inc.), Sicav Two Securities Purchase Agreement (IsoRay, Inc.)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares to the Purchasers~~, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Digital Recorders Inc), Securities Purchase Agreement (Cellular Technical Services Co Inc)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares to the Purchasers, or that would be integrated with the offer or sale of the ~~Securities~~ Shares for purposes of the rules and regulations of any Trading Market.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Alfacell Corp), Securities Purchase Agreement (Cadence Resources Corp)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of thereof shall, after the ~~Company shall~~date hereof, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers~~, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Macrochem Corp), Securities Purchase Agreement (Macrochem Corp)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to ~~the Purchasers~~each Purchaser, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any ~~Trading~~ Principal Market.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Viragen Inc), Securities Purchase Agreement (Viragen Inc)

Integration. The Company shall not, and shall use its best efforts to ----------- ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Electric Fuel Corp), Securities Purchase Agreement (Act Teleconferencing Inc)

Integration. The Company shall not, and shall use its reasonable best efforts to ensure that ~~no Affiliate~~ none of ~~the Company~~ its Affiliates shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Investor or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Drugstore Com Inc), Stock Purchase Agreement (Drugstore Com Inc)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to ~~the Purchasers~~each Purchaser, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any ~~Trading~~ Principal Market.

Appears in 2 contracts

Samples: Securities Purchase Agreement (U S Restaurant Properties Inc), Securities Purchase Agreement (U S Restaurant Properties Inc)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Common Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Common Shares to ~~the Purchasers,~~ Investor or that would be integrated with the offer or sale of the ~~Securities~~ Common Shares for purposes of the rules and regulations of any Trading Market.

Appears in 2 contracts

Samples: Private Placement Agreement, Private Placement Agreement (Sunpower Corp)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in ~~Section~~ 2 of the ~~Securities~~ 1933 Act) that ~~would~~ will be integrated with the offer or sale of the Securities in a manner that would require the registration under the ~~Securities~~ 1933 Act of the sale of the Securities to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Investor.

Appears in 2 contracts

Samples: Securities Purchase Agreement (REE Automotive Ltd.), Securities Purchase Agreement (REE Automotive Ltd.)

Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no ~~Affiliate~~ affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Investor or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of ~~any Trading Market~~Nasdaq.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Quantum Fuel Systems Technologies Worldwide Inc), Securities Purchase Agreement (Quantum Fuel Systems Technologies Worldwide Inc)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that ~~no Affiliate of~~ neither the Company nor any of its Subsidiaries shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Purchased Securities to Purchaser in a manner that would require the registration under the Securities Act of the sale of the ~~Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Purchased Securities.

Appears in 2 contracts

Samples: Purchase Agreement, Purchase Agreement (Vanguard Natural Resources, LLC)

Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Entremed Inc), Securities Purchase Agreement (Entremed Inc)

Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Common Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Common Shares to the ~~Purchasers,~~ Investors or that would be integrated with the offer or sale of the ~~Securities~~ Common Shares for purposes of the rules and regulations of any Trading Market.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Hythiam Inc), Securities Purchase Agreement (Eagle Bulk Shipping Inc.)

Integration. The Company shall ~~not,~~ not and shall use its best efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the offer, issue or sale of the Securities to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Purchaser.

Appears in 2 contracts

Samples: Convertible Debenture Unit Purchase Agreement (Integrated Environmental Technologies, Ltd.), Convertible Debenture Unit Purchase Agreement (Integrated Environmental Technologies, Ltd.)

Integration. The Company shall ~~not,~~ not and shall use its best ----------- efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Purchaser.

Appears in 2 contracts

Samples: Purchase Agreement (Wolfpack Corp), Common Stock Purchase Agreement (Wolfpack Corp)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) in any transaction that would be integrated with the offer or sale of the Company Securities in a manner that would require the registration under the Securities Act of the sale of the Company Securities to the ~~Purchasers,~~ Purchasers or that would be integrated with the offer or sale of the Company Securities for purposes of the rules and regulations of any Trading Market.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Hi Tech Pharmacal Co Inc), Securities Purchase Agreement (Able Laboratories Inc)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares to the ~~Purchasers~~Investors, or that would be integrated with the offer or sale of the ~~Securities~~ Shares for purposes of the rules and regulations of any Trading Market.

Appears in 2 contracts

Samples: Securities Purchase Agreement (inContact, Inc.), Securities Purchase Agreement (Sino Gas International Holdings, Inc.)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that ~~would~~ will be integrated with the offer or sale of the ~~Securities~~ Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares to the Purchasers, or that ~~would~~ will be integrated with the offer or sale of the ~~Securities~~ Shares for purposes of the rules and regulations of any Trading Market.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Center Bancorp Inc), Stock Purchase Agreement (Center Bancorp Inc)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate ~~of the Company~~ shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Shares or the Underlying Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares or Underlying Shares to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Purchaser.

Appears in 2 contracts

Samples: Convertible Preferred Stock Purchase Agreement (Multicom Publishing Inc), Convertible Preferred Stock Purchase Agreement (Multicom Publishing Inc)

Integration. The Company shall ~~not,~~ not and shall use its best efforts to ensure that no Affiliate ~~of the Company shall,~~ shall sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Shares, the Warrant or the Underlying Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Shares, the Warrant or Underlying Shares to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Purchaser.

Appears in 2 contracts

Samples: Convertible Preferred Stock Purchase Agreement (Vasomedical Inc), Convertible Preferred Stock Purchase Agreement (Vasomedical Inc)

Integration. The Company and its Subsidiaries shall not, and shall use ~~its best~~ their commercially reasonable efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers,~~ Investors or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market.

Appears in 2 contracts

Samples: Security Agreement (Stratus Media Group, Inc), Security Agreement (Stratus Media Group, Inc)

Integration. The Company shall not, and shall use its best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the Securities in a manner that would require the registration under the Securities Act of the sale of the Securities to the ~~Purchasers, or that would be integrated with the offer or sale of the Securities for purposes of the rules and regulations of any Trading Market~~Investors.

Appears in 2 contracts

Samples: Form of Subscription Agreement (I Trax Inc), Subscription Agreement (I Trax Inc)

Integration. The Company shall not, and shall use its ~~best~~ commercially reasonable efforts to ensure that no Affiliate ~~of the Company~~ thereof shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Common Shares (and, if issued, the Additional Shares) in a manner that would require the registration under the Securities Act of the sale of ~~the~~ such Securities to the ~~Purchasers,~~ Investors or that would be integrated with the offer or sale of ~~the~~ such Securities for purposes of the rules and regulations of any Trading Market.

Appears in 2 contracts

Samples: Purchase Agreement (Cyclacel Pharmaceuticals, Inc.), Purchase Agreement (Cyclacel Pharmaceuticals, Inc.)

Integration. The Company shall not, and shall use its reasonable best efforts to ensure that no Affiliate of the Company shall, sell, offer for sale or solicit offers to buy or otherwise negotiate in respect of any security (as defined in Section 2 of the Securities Act) that would be integrated with the offer or sale of the ~~Securities~~ Common Shares in a manner that would require the registration under the Securities Act of the sale of the ~~Securities~~ Common Shares to the ~~Purchasers~~Purchaser, or that would be integrated with the offer or sale of the ~~Securities~~ Common Shares for purposes of the rules and regulations of ~~any~~ the Trading Market.

Appears in 2 contracts

Samples: Purchase Agreement (Westwood One Inc /De/), Purchase Agreement (Gores Radio Holdings, LLC)

Common use of Integration Clause in Contracts