Nasdaq Confirmation Sample Clauses

Nasdaq Confirmation. The Nasdaq Exemption shall have bee obtained or the shareholders of the Purchaser shall have approved the transactions contemplated by this Agreement in accordance with Section 5.4 hereof.
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Nasdaq Confirmation. The staff of the Nasdaq Stock Market shall have verbally confirmed to the Seller that (i) it has reviewed this Agreement, the form of Certificate of Designation, form of Series D-1 Warrant, form of Series D-2 Warrant, form of Placement Agent Warrant and form of Registration Rights Agreement and (ii) on the basis of such review, approval by the stockholders of the Seller of the issuance of the Preferred Stock, the Warrants, the Conversion Shares, the Dividend Shares and the Warrant Shares is not required, and the Seller shall not have received from such staff any oral or written information or advice contrary to such verbal confirmation
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Nasdaq Confirmation. The Company shall have received confirmation from the staff of the Nasdaq Stock Market that no vote of the stockholders of the Company is required in connection with the issuance of the Shares and the Warrants under Section 4350(i)(1)(D) of the Nasdaq Marketplace Rules and all waiting or notice periods required by such confirmation shall have been satisfied.
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Nasdaq Confirmation. The staff of the Nasdaq Stock Market shall have verbally confirmed to the Seller that (i) it has reviewed the binding term sheet between the Seller and the Purchasers dated September 22, 2003 and (ii) on the basis of such review, approval by the stockholders of the Seller of the issuance of the Preferred Stock, the Warrants, the Conversion Shares, the Placement Agent Warrants and the Warrant Shares is not required, and the Seller has not received from such staff any oral or written information or advice contrary to such verbal confirmation.
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Nasdaq Confirmation. The Company shall have received any relevant approval or confirmation from Nasdaq in connection with the Investment and/or the issuance of the Shares; and
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Nasdaq Confirmation. Approval of the Company’s shareholders of the purchase and sale of the Shares pursuant to NASDAQ Rule 4350 either (i) is not required or (ii) will be obtained prior to the Closing. The Company will promptly seek the advice of NASDAQ regarding the applicability of such Rule 4350 to the purchase and sale of the Shares. The Company will keep Purchasers’ counsel named in Section 10.6 informed of the status of and all material information (including by providing copies of all related correspondences) with respect to any such discussions or negotiations.
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Related to Nasdaq Confirmation

  • NASDAQ Approval The Company and the Purchaser agree that until the Company either obtains shareholder approval of the issuance of the Securities, or an exemption from NASDAQ's corporate governance rules as they may apply to the Securities, and an opinion of counsel reasonably acceptable to the Purchaser that NASDAQ's corporate governance rules do not conflict with nor may result in a delisting of the Company's common stock from the SmallCap Market (the "Approval") upon the conversion of the Notes, the Purchaser may not receive upon conversion of the Notes more than the number of common shares greater than 19.9% of the shares of Company's common stock outstanding on the Closing Date. Provided the closing price of the Common Stock on a Principal Market is less than $.25 per share for three consecutive trading days (such third day being the "Trigger Date"), the Company covenants to obtain the Approval required pursuant to the NASDAQ's corporate governance rules to allow conversion of all the Notes and interest thereon. The Company further covenants to file the preliminary proxy statement relating to the Approval with the Commission on or before thirty days after the Trigger Date ("Proxy Filing Date"). The Company further covenants to obtain the Approval no later than ninety days after the Trigger Date ("Approval Date"). The Company's failure to (i) file the proxy on or before the Proxy Filing Date; or (ii) the Company's failure to obtain the Approval on or before the Approval Date (each being an "Approval Default") shall be deemed an Event of Default under the Note, but only to the extent the Notes and interest thereon that may not be converted due to the Company's failure to obtain such Approval.

  • Nasdaq Compliance The Company's Common Stock is registered pursuant to Section 12(g) of the Exchange Act and is listed on The Nasdaq Stock Market, Inc. National Market (the "Nasdaq National Market"), and the Company has taken no action designed to, or likely to have the effect of, terminating the registration of the Common Stock under the Exchange Act or de-listing the Common Stock from the Nasdaq National Market, nor has the Company received any notification that the Securities and Exchange Commission (the "SEC") or the NASD is contemplating terminating such registration or listing.

  • Nasdaq National Market The Common Stock is listed on the Nasdaq National Market System, and there are no proceedings to revoke or suspend such listing.

  • The Nasdaq Capital Market By the Effective Date, the Securities shall have been approved for trading on the Nasdaq Capital Market.

  • Nasdaq National Market Listing The shares of Parent Common Stock issuable to the Company stockholders pursuant to this Agreement shall have been authorized for listing on the Nasdaq National Market upon official notice of issuance.

  • Nasdaq Stock Market The Public Securities have been authorized for listing, subject to official notice of issuance and evidence of satisfactory distribution, on The Nasdaq Stock Market (the “Nasdaq”), and the Company knows of no reason or set of facts that is likely to adversely affect such authorization.

  • Listing on the Nasdaq Capital Market The Company will use commercially reasonable efforts to maintain the listing of the Public Securities on the Nasdaq Capital Market or another national securities exchange until the earlier of five (5) years from the Effective Date or until the Public Securities are no longer registered under the Exchange Act.

  • Nasdaq Until the consummation of a Business Combination, the Company will use its best efforts to maintain the listing of the Public Securities on Nasdaq or a national securities exchange acceptable to the Representative.

  • Stock Exchange Delisting; Deregistration Prior to the Closing Date, the Company shall cooperate with Parent and use its reasonable best efforts to take, or cause to be taken, all actions, and do or cause to be done all things, reasonably necessary, proper or advisable on its part under applicable laws and rules and policies of NASDAQ to enable the delisting by the Surviving Corporation of the Shares from NASDAQ and the deregistration of the Shares under the Exchange Act as promptly as practicable after the Effective Time.

  • Nasdaq Quotation The Company agrees to use commercially reasonable efforts to continue the quotation of the Company Common Stock on The Nasdaq Stock Market during the term of this Agreement.

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