Common use of Neither Clause in Contracts

Neither. (i) any Issuer-Represented General Free Writing Prospectus(es) (as defined below) issued at or prior to the Closing and the Prospectus, all considered together (collectively, the “General Disclosure Package”), nor (ii) any individual Issuer-Represented Limited-Use Free Writing Prospectus(es) (as defined below), when considered together with the General Disclosure Package, includes or will include as of the Closing any untrue statement of a material fact or omits or will omit as of the Closing to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from any Prospectus included in the Registration Statement, the General Disclosure Package or any Issuer-Represented Limited-Use Free Writing Prospectus (as defined below) in conformity with written the Dealer-Manager Information.

Appears in 7 contracts

Samples: Dealer Manager Agreement, Dealer Manager Agreement (Atossa Genetics Inc), Dealer Manager Agreement (Reed's, Inc.)

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Neither. (i) any Issuer-Represented General Free Writing Prospectus(es) (as defined below) issued at or prior to the Closing Time of Sale and the Statutory Prospectus, all considered together (collectively, the “General Disclosure Package”), nor (ii) any individual Issuer-Represented Limited-Use Free Writing Prospectus(es) (as defined below), when considered together with the General Disclosure Package, includes or will include included as of the Closing Time of Sale any untrue statement of a material fact or omits or will omit omitted as of the Closing Time of Sale to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from any Statutory Prospectus included in the Registration Statement, the General Disclosure Package Statement or any Issuer-Represented Limited-Use Free Writing Prospectus (as defined below) based upon and in conformity with written information furnished to the Dealer-Manager InformationCompany by the Representative specifically for use therein.

Appears in 5 contracts

Samples: Underwriting Agreement (SORL Auto Parts Inc), Underwriting Agreement (SORL Auto Parts Inc), Underwriting Agreement (Affinity Media International Corp.,)

Neither. (i) any Issuer-Represented General Free Writing Prospectus(es) (as defined below) issued at or prior to the Closing and the Prospectus, all considered together (collectively, the “General Disclosure Package”), nor (ii) any individual Issuer-Represented Limited-Use Free Writing Prospectus(es) (as defined below), when considered together with the General Disclosure Package, includes or will include as of the Closing any untrue statement of a material fact or omits or will omit as of the Closing to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from any Prospectus included in the Registration Statement, the General Disclosure Package or any Issuer-Issuer- Represented Limited-Use Free Writing Prospectus (as defined below) in conformity with written the Dealer-Manager Information.

Appears in 2 contracts

Samples: Dealer Manager Agreement (DelMar Pharmaceuticals, Inc.), Dealer Manager Agreement (DelMar Pharmaceuticals, Inc.)

Neither. (i) any Issuer-Represented General Free Writing Prospectus(es) (as defined below) issued at or prior to the Closing and the Prospectus, all considered together (collectively, the “General Disclosure Package”), nor (ii) any individual Issuer-Represented Limited-Use Free Writing Prospectus(es) (as defined below), when considered together with the General Disclosure Package, includes or will include as of the Closing any untrue statement of a material fact or omits or will omit as of the Closing to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from any Prospectus included in the Registration Statement, the General Disclosure Package or any Issuer-Issuer- Represented Limited-Use Free Writing Prospectus (as defined below) in conformity with written the Dealer-Manager Information.Use

Appears in 1 contract

Samples: Dealer Manager Agreement (Biocept Inc)

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Neither. (i) any Issuer-Represented General Free Writing Prospectus(es) (as defined below) issued at or prior to the Closing and the Prospectus, all considered together (collectively, the "General Disclosure Package"), nor (ii) any individual Issuer-Represented Limited-Use Free Writing Prospectus(es) (as defined below), when considered together with the General Disclosure Package, includes or will include as of the Closing any untrue statement of a material fact or omits or will omit as of the Closing to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to statements in or omissions from any Prospectus included in the Registration Statement, the General Disclosure Package or any Issuer-Represented Limited-Use Free Writing Prospectus (as defined below) in conformity with written the Dealer-Manager Information.

Appears in 1 contract

Samples: Dealer Manager Agreement (Cytori Therapeutics, Inc.)

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