No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 1258 contracts
Samples: Securities Purchase Agreement (Agm Group Holdings, Inc.), Securities Purchase Agreement (BioXcel Therapeutics, Inc.), Securities Purchase Agreement (Aptevo Therapeutics Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 270 contracts
Samples: Securities Purchase Agreement (Mingteng International Corp Inc.), Securities Purchase Agreement (VCI Global LTD), Securities Purchase Agreement (Nuvve Holding Corp.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder stockholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 149 contracts
Samples: Securities Purchase Agreement (ZyVersa Therapeutics, Inc.), Securities Purchase Agreement (SUNation Energy, Inc.), Securities Purchase Agreement (ReShape Lifesciences Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser’s representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 77 contracts
Samples: Securities Purchase Agreement (Momentus Inc.), Securities Purchase Agreement (Momentus Inc.), Securities Purchase Agreement (Momentus Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions the Securities Act which would require the registration of any Trading Market on which any of such securities under the securities of the Company are listed or designatedSecurities Act.
Appears in 74 contracts
Samples: Securities Purchase Agreement (High Wire Networks, Inc.), Securities Purchase Agreement (Qualigen Therapeutics, Inc.), Securities Purchase Agreement (High Wire Networks, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliatesaffiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions provisions, including, without limitation, under the rules and regulations of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 56 contracts
Samples: Securities Purchase Agreement (Fellows Energy LTD), Securities Purchase Agreement (Tripath Technology Inc), Securities Purchase Agreement (Silverstar Holdings LTD)
No Integrated Offering. Assuming the accuracy of the Purchasers’ ' representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliatesaffiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions provisions, including, without limitation, under the rules and regulations of any Trading Market exchange or automated quotation system on which any of the securities of the Company are listed or designated.
Appears in 41 contracts
Samples: Securities Purchase Agreement (Dpac Technologies Corp), Securities Purchase Agreement (Isonics Corp), Securities Purchase Agreement (Cyberkinetics Neurotechnology Systems, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of (i) the Securities Act, or (ii) any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 40 contracts
Samples: Securities Purchase Agreement (Foresight Autonomous Holdings Ltd.), Securities Purchase Agreement (Acurx Pharmaceuticals, Inc.), Securities Purchase Agreement (Adamis Pharmaceuticals Corp)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser’s representations and warranties set forth in Section 3.2Article IV, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder stockholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 33 contracts
Samples: Securities Purchase Agreement (Thoughtful Media Group Inc.), Securities Purchase Agreement (Thoughtful Media Group Inc.), Securities Purchase Agreement (Kindly MD, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ ' representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliatesaffiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions provisions, including, without limitation, under the rules and regulations of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 29 contracts
Samples: Securities Purchase Agreement (Linux Gold Corp), Securities Purchase Agreement (Spectre Gaming Inc), Securities Purchase Agreement (Mdi, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser’s representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions the Securities Act which would require the registration of any Trading Market on which any of such securities under the securities of the Company are listed or designatedSecurities Act.
Appears in 29 contracts
Samples: Securities Purchase Agreement (Range Impact, Inc.), Securities Purchase Agreement (Range Impact, Inc.), Securities Purchase Agreement (Range Impact, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliatesaffiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions provisions, including, without limitation, under the rules and regulations of any Trading Market exchange or automated quotation system on which any of the securities of the Company are listed or designated.
Appears in 28 contracts
Samples: Securities Purchase Agreement (Mindpix Corp), Securities Purchase Agreement (Apogee Technology Inc), Securities Purchase Agreement (LML Payment Systems Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 28 contracts
Samples: Securities Purchase Agreement (Novo Integrated Sciences, Inc.), Securities Purchase Agreement (Novo Integrated Sciences, Inc.), Securities Purchase Agreement (ContraVir Pharmaceuticals, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions provision of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 25 contracts
Samples: Securities Purchase Agreement (Imageware Systems Inc), Securities Purchase Agreement (Viking Systems Inc), Securities Purchase Agreement (Jesup & Lamont, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser’s representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder stockholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 23 contracts
Samples: Securities Purchase Agreement (Cyclacel Pharmaceuticals, Inc.), Securities Purchase Agreement (Cyclacel Pharmaceuticals, Inc.), Securities Purchase Agreement (AMERICAN BATTERY TECHNOLOGY Co)
No Integrated Offering. Assuming the accuracy of the Purchasers’ ' representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 23 contracts
Samples: Securities Purchase Agreement (Flora Growth Corp.), Securities Purchase Agreement (Sphere 3D Corp.), Securities Purchase Agreement (Sphere 3D Corp)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliatesaffiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions provision of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 18 contracts
Samples: Securities Purchase Agreement (Chembio Diagnostics, Inc.), Securities Purchase Agreement (Net TALK.COM, Inc.), Securities Purchase Agreement (Gabriel Technologies Corp)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering Offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 16 contracts
Samples: Securities Purchase Agreement (PMGC Holdings Inc.), Securities Purchase Agreement (Glucotrack, Inc.), Securities Purchase Agreement (Aclarion, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor nor, to the knowledge of the Company, any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 16 contracts
Samples: Securities Purchase Agreement (Catasys, Inc.), Securities Purchase Agreement (Catasys, Inc.), Securities Purchase Agreement (Catasys, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of (i) the Securities Act, or (ii) any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 14 contracts
Samples: Securities Purchase Agreement (Englobal Corp), Securities Purchase Agreement (INVO Bioscience, Inc.), Securities Purchase Agreement (Orbital Energy Group, Inc.)
No Integrated Offering. Assuming the accuracy of the PurchasersInvestors’ representations and warranties set forth in Section 3.23.02, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions the Securities Act which would require the registration of any Trading Market on which any of such securities under the securities of the Company are listed or designatedSecurities Act.
Appears in 13 contracts
Samples: Securities Purchase Agreement (CISO Global, Inc.), Securities Purchase Agreement (Adven Inc.), Securities Purchase Agreement (Bruush Oral Care Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser’s representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliatesaffiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 13 contracts
Samples: Securities Purchase Agreement (Chron Organization, Inc.), Securities Purchase Agreement (Endonovo Therapeutics, Inc.), Securities Purchase Agreement (Ifan Financial, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser’s representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliatesaffiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 13 contracts
Samples: Securities Purchase Agreement (Zurvita Holdings, Inc.), Securities Purchase Agreement (Infusion Brands International, Inc.), Securities Purchase Agreement (Infusion Brands International, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 12 contracts
Samples: Securities Purchase Agreement (Nixxy, Inc.), Securities Purchase Agreement (Heart Test Laboratories, Inc.), Securities Purchase Agreement (Siyata Mobile Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions the Securities Act which would require the registration of any Trading Market on which any of such offering under the securities of the Company are listed or designatedSecurities Act.
Appears in 11 contracts
Samples: Securities Purchase Agreement (DarioHealth Corp.), Securities Purchase Agreement (PolyPid Ltd.), Securities Purchase Agreement (DarioHealth Corp.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its controlled Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 11 contracts
Samples: Securities Purchase Agreement (Wisa Technologies, Inc.), Securities Purchase Agreement (Wisa Technologies, Inc.), Securities Purchase Agreement (Wisa Technologies, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliatesaffiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 11 contracts
Samples: Note Purchase Agreement (CannLabs, Inc.), Securities Purchase Agreement (CannLabs, Inc.), Note Purchase Agreement (CannLabs, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 9 contracts
Samples: Securities Purchase Agreement (Towerstream Corp), Securities Purchase Agreement (Towerstream Corp), Securities Purchase Agreement (Towerstream Corp)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliatesaffiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 9 contracts
Samples: Securities Purchase Agreement (Medicalcv Inc), Securities Purchase Agreement (FP Technology, Inc.), Securities Purchase Agreement (Lev Pharmaceuticals Inc)
No Integrated Offering. Assuming the accuracy of the PurchasersInvestors’ representations and warranties set forth in Section 3.2section 3.02, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions the Securities Act which would require the registration of any Trading Market on which any of such securities under the securities of the Company are listed or designatedSecurities Act.
Appears in 9 contracts
Samples: Securities Purchase Agreement (Paid Inc), Securities Purchase Agreement (Mitesco, Inc.), Securities Purchase Agreement (Resonate Blends, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Units to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 8 contracts
Samples: Securities Purchase Agreement (LogicMark, Inc.), Securities Purchase Agreement (LogicMark, Inc.), Securities Purchase Agreement (LogicMark, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated aggregated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 8 contracts
Samples: Securities Purchase Agreement (Gevo, Inc.), Securities Purchase Agreement (Gevo, Inc.), Securities Purchase Agreement (Ra Medical Systems, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ ' representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliatesaffiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedprovisions.
Appears in 8 contracts
Samples: Securities Purchase Agreement (Javelin Pharmaceuticals, Inc), Securities Purchase Agreement (Edentify, Inc.), Securities Purchase Agreement (Edentify, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser's representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliatesaffiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 8 contracts
Samples: Securities Purchase Agreement (Cool Technologies, Inc.), Securities Purchase Agreement (Leo Motors, Inc.), Securities Purchase Agreement (Leo Motors, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser’s representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 8 contracts
Samples: Securities Purchase Agreement (Aqua Metals, Inc.), Securities Purchase Agreement (Synthetic Biologics, Inc.), Securities Purchase Agreement (Cemtrex Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor nor, to the Company’s knowledge, any of its Affiliates, nor to the Company’s knowledge, any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 7 contracts
Samples: Securities Purchase Agreement (22nd Century Group, Inc.), Placement Agent Agreement (22nd Century Group, Inc.), Securities Purchase Agreement (Asterias Biotherapeutics, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ ' representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliatesaffiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 7 contracts
Samples: Securities Purchase Agreement (Mdi, Inc.), Securities Purchase Agreement (Stackpole David Andrew), Securities Purchase Agreement (Elite Pharmaceuticals Inc /De/)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser’s representations and warranties set forth in Section 3.2, neither the Company, Company nor any of its Affiliates, nor any Person acting on its or their behalf behalves, has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, security under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 7 contracts
Samples: Securities Purchase Agreement (SANUWAVE Health, Inc.), Securities Purchase Agreement (SANUWAVE Health, Inc.), Securities Purchase Agreement (SANUWAVE Health, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor nor, to the knowledge of the Company, any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 7 contracts
Samples: Securities Purchase Agreement (BioLineRx Ltd.), Securities Purchase Agreement (Painreform Ltd.), Securities Purchase Agreement (Galmed Pharmaceuticals Ltd.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would would, to the Company’s knowledge, cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Macrochem Corp), Securities Purchase Agreement (Macrochem Corp), Securities Purchase Agreement (Lpath, Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser’s representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor nor, to the Knowledge of the Company, any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions the Securities Act which would require the registration of any Trading Market on which any of such securities under the securities of the Company are listed or designatedSecurities Act.
Appears in 6 contracts
Samples: Share Purchase Agreement (LDK Solar Co., Ltd.), Share Purchase Agreement (LDK Solar Co., Ltd.), Share Purchase Agreement (LDK Solar Co., Ltd.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Solomon Technologies Inc), Securities Purchase Agreement (Solomon Technologies Inc), Securities Purchase Agreement (Solomon Technologies Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of any applicable shareholder stockholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Glimpse Group, Inc.), Securities Purchase Agreement (authID Inc.), Securities Purchase Agreement (authID Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf (other than the Placement Agent) has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Silexion Therapeutics Corp), Securities Purchase Agreement (Silexion Therapeutics Corp), Securities Purchase Agreement (Enlivex Therapeutics Ltd.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ ' representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Epicept Corp), Securities Purchase Agreement (Drinks Americas Holdings, LTD), Securities Purchase Agreement (Gammacan International Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliatesaffiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Wellchange Holdings Co LTD), Securities Purchase Agreement (Wellchange Holdings Co LTD), Securities Purchase Agreement (Meiwu Technology Co LTD)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser’s representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions the Securities Act which would require the registration of any Trading Market on which any of such securities under the securities of the Company are listed or designatedSecurities Act.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Gaming Technologies, Inc.), Securities Purchase Agreement (Gaming Technologies, Inc.), Securities Purchase Agreement (Gaming Technologies, Inc.)
No Integrated Offering. Assuming the accuracy of the PurchasersPurchaser’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Subsidiaries or Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company or its Subsidiaries for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedprovisions.
Appears in 6 contracts
Samples: Securities Purchase Agreement (White River Energy Corp.), Securities Purchase Agreement (White River Energy Corp.), Securities Purchase Agreement (White River Energy Corp.)
No Integrated Offering. Assuming the accuracy of the PurchasersSubscribers’ representations and warranties set forth in Section 3.2herein, neither the Company, nor any of its Affiliates, Company nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 6 contracts
Samples: Securities Purchase Agreement (INVO Bioscience, Inc.), Securities Purchase Agreement (INVO Bioscience, Inc.), Securities Purchase Agreement (Eastside Distilling, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ each Purchaser’s representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Offering to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 6 contracts
Samples: Securities Purchase Agreement (SANUWAVE Health, Inc.), Securities Purchase Agreement (SANUWAVE Health, Inc.), Securities Purchase Agreement (SANUWAVE Health, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser’s representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated or aggregated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedSecurities Act.
Appears in 5 contracts
Samples: Securities Purchase Agreement, Securities Purchase Agreement (Softech Inc), Securities Purchase Agreement (Softech Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor nor, to the Company’s knowledge, any of its Affiliates, nor any Person acting on its or or, to the Company’s knowledge, their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Abvc Biopharma, Inc.), Securities Purchase Agreement (XpresSpa Group, Inc.), Securities Purchase Agreement (XpresSpa Group, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ ' representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions provisions, including, without limitation, under the rules and regulations of any Trading Market exchange or automated quotation system on which any of the securities of the Company are listed or designated.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Workstream Inc), Securities Purchase Agreement (Workstream Inc), Securities Purchase Agreement (Emagin Corp)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder stockholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Techprecision Corp), Securities Purchase Agreement (Allarity Therapeutics, Inc.), Securities Purchase Agreement (Allarity Therapeutics, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor nor, to the Company’s knowledge, any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions the Securities Act which would require the registration of any Trading Market on which any of such securities under the securities of the Company are listed or designatedSecurities Act.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Biotricity Inc.), Securities Purchase Agreement (H-Cyte, Inc.), Securities Purchase Agreement (Medovex Corp.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ each Purchaser’s representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Smith Micro Software, Inc.), Securities Purchase Agreement (Smith Micro Software, Inc.), Securities Purchase Agreement (Abeona Therapeutics Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ each Purchaser’s representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares and Warrants to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Document Security Systems Inc), Securities Purchase Agreement (Document Security Systems Inc), Securities Purchase Agreement (Document Security Systems Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its controlled Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of (i) the Securities Act and (ii) any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Biolase, Inc), Securities Purchase Agreement (Biolase, Inc), Securities Purchase Agreement (Biolase, Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated or aggregated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Cougar Biotechnology, Inc.), Securities Purchase Agreement (Corsair Capital LLC), Securities Purchase Agreement (NewStar Financial, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2herein, neither none of the Company, nor its Subsidiaries or any of its Affiliates, nor Affiliates or any Person acting on its or their behalf has, directly or indirectly, indirectly made any offers or sales of any Company security or solicited any offers to buy any security, Company security under circumstances that would cause this the offering of the Securities Shares pursuant to this Agreement to be integrated with prior offerings by the Company for purposes of any applicable shareholder Law or stockholder approval provisions provisions, including, without limitation, under the rules and regulations of any Trading Market trading market on which any of the securities of the Company are listed or designatedquoted.
Appears in 4 contracts
Samples: Stock Purchase Agreement (Quaint Oak Bancorp Inc), Stock Purchase Agreement (Quaint Oak Bancorp Inc), Stock Purchase Agreement (Quaint Oak Bancorp Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.23.2 and the NASDAQ Approval, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Securities Purchase Agreement (EnteroMedics Inc), Securities Purchase Agreement (EnteroMedics Inc), Securities Purchase Agreement (Xoma LTD /De/)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its controlled Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of (i) the Securities Actor and (ii) any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Wisa Technologies, Inc.), Securities Purchase Agreement (Wisa Technologies, Inc.), Securities Purchase Agreement (Wisa Technologies, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Subsidiaries or Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company or its Subsidiaries for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedprovisions.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Curative Biotechnology Inc), Securities Purchase Agreement (Curative Biotechnology Inc), Securities Purchase Agreement (Curative Biotechnology Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ ' representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions provision of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Towerstream Corp), Securities Purchase Agreement (Star Energy Corp), Securities Purchase Agreement (Airtrax Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ ' representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliatesaffiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder stockholder approval provisions provisions, including, without limitation, under the rules and regulations of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Datalogic International Inc), Securities Purchase Agreement (Practicexpert Inc), Securities Purchase Agreement (Practicexpert Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering Offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder stockholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Petros Pharmaceuticals, Inc.), Securities Purchase Agreement (Petros Pharmaceuticals, Inc.), Securities Purchase Agreement (Petros Pharmaceuticals, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser's representations and warranties set forth in Section 3.2Article IV, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder stockholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Thoughtful Media Group Inc.), Securities Purchase Agreement (Thoughtful Media Group Inc.), Securities Purchase Agreement (Thoughtful Media Group Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of (i) the Securities Act or (ii) any applicable shareholder stockholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Vaccinex, Inc.), Securities Purchase Agreement (Vaccinex, Inc.), Securities Purchase Agreement (Vaccinex, Inc.)
No Integrated Offering. Assuming the accuracy of the PurchasersInvestors’ representations and warranties set forth in Section 3.2any agreement between the Company and the Investors, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Placement Agency Agreement (Oxygen Biotherapeutics, Inc.), Placement Agency Agreement (Oxygen Biotherapeutics, Inc.), Placement Agency Agreement (Oxygen Biotherapeutics, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designateddesignated such that shareholder approval would be required in order for the Company to issue the Securities in compliance with the rules and regulations of the Trading Market.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Neuralstem, Inc.), Securities Purchase Agreement (Neuralstem, Inc.), Securities Purchase Agreement (Neuralstem, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Securities Purchase Agreement (China Bak Battery Inc), Securities Purchase Agreement (Encysive Pharmaceuticals Inc), Securities Purchase Agreement (China Security & Surveillance Technology, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Investor’s representations and warranties set forth in Section 3.23.02, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Notes to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions the Securities Act which would require the registration of any Trading Market on which any of such securities under the securities of the Company are listed or designatedSecurities Act.
Appears in 4 contracts
Samples: Note Purchase Agreement (iSpecimen Inc.), Securities Purchase Agreement (Advent Technologies Holdings, Inc.), Securities Purchase Agreement (Qualigen Therapeutics, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliatesaffiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedprovisions.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Aprecia Inc), Securities Purchase Agreement (Aprecia Inc), Securities Purchase Agreement (Ustelematics Inc)
No Integrated Offering. Assuming the accuracy of the PurchasersInvestors’ representations and warranties set forth in Section 3.2herein, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Placement Agency Agreement (Wellchange Holdings Co LTD), Placement Agency Agreement (Wellchange Holdings Co LTD), Placement Agency Agreement (Chanson International Holding)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of under the Securities Act, or (ii) any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Securities Purchase Agreement (E-Home Household Service Holdings LTD), Securities Purchase Agreement (Integrated Media Technology LTD), Securities Purchase Agreement (Integrated Media Technology LTD)
No Integrated Offering. Assuming the accuracy of the Purchasers’ ' representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder stockholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Live Current Media Inc.), Securities Purchase Agreement (Live Current Media Inc.), Securities Purchase Agreement (Opgen Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.23.2 and based on the subscription amounts set forth on each Purchasers signature page, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Converted Organics Inc.), Securities Purchase Agreement (Wizzard Software Corp /Co), Securities Purchase Agreement (Converted Organics Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Buyer’s representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliatesaffiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Ambient Water Corp), Securities Purchase Agreement (Ambient Water Corp), Securities Purchase Agreement (Ambient Water Corp)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes which would require the registration of any applicable shareholder approval provisions of any Trading Market on which any of such securities under the securities of the Company are listed or designatedSecurities Act.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Integrity Applications, Inc.), Securities Purchase Agreement (Integrity Applications, Inc.), Securities Purchase Agreement (Integrity Applications, Inc.)
No Integrated Offering. Assuming the accuracy of the PurchasersBuyers’ representations and warranties set forth in Section 3.22, neither the Company, nor any of its Affiliatesaffiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Principal Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Broadfin Capital, LLC), Securities Purchase Agreement (Biodelivery Sciences International Inc), Securities Purchase Agreement (Ampio Pharmaceuticals, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliatesaffiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any provisions, including, without limitation, under the rules and regulations of the securities of the Company are listed or designatedTrading Market.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Verticalnet Inc), Securities Purchase Agreement (Verticalnet Inc), Securities Purchase Agreement (Verticalnet Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities securities to be integrated with prior offerings by the Company for purposes of (i) the Securities Act, or (ii) any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Tonix Pharmaceuticals Holding Corp.), Securities Purchase Agreement (Tonix Pharmaceuticals Holding Corp.), Securities Purchase Agreement (Tonix Pharmaceuticals Holding Corp.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.23, neither the Company, nor nor, to the Company’s knowledge, any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions the Securities Act which would require the registration of any Trading Market on which any of such securities under the securities of the Company are listed or designatedSecurities Act.
Appears in 3 contracts
Samples: Secured Convertible Note Purchase Agreement (H-Cyte, Inc.), Note Purchase Agreement (FWHC Holdings, LLC), Secured Convertible Note and Warrant Purchase Agreement (H-Cyte, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser’s representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of (i) the Securities Act, or (ii) any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Belite Bio, Inc), Securities Purchase Agreement (Quantum Computing Inc.), Securities Purchase Agreement (Tiziana Life Sciences LTD)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliatesaffiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Common Stock Purchase Agreement (Avigen Inc \De), Common Stock Purchase Agreement (Avigen Inc \De), Securities Purchase Agreement (Innovative Card Technologies Inc)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser's representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliatesaffiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designatedprovisions.
Appears in 3 contracts
Samples: Securities Purchase Agreement (BPK Resources Inc), Securities Purchase Agreement (AFG Enterprises USA, Inc.), Securities Purchase Agreement (Maverick Oil & Gas, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ Purchaser’s representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of (i) the Securities Act, or (ii) any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Quantum Computing Inc.), Securities Purchase Agreement (Quantum Computing Inc.), Securities Purchase Agreement (Quantum Computing Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.23.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Bynd Cannasoft Enterprises Inc.), Securities Purchase Agreement (Luokung Technology Corp.), Securities Purchase Agreement (Sino-Global Shipping America, Ltd.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ each Purchaser’s representations and warranties set forth in Section 3.2, neither the Companyno Company Party, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions the Securities Act which would require the registration of any Trading Market on which any of such securities under the securities of the Company are listed or designatedSecurities Act.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Chromocell Therapeutics Corp), Securities Purchase Agreement (Chromocell Therapeutics Corp), Securities Purchase Agreement (Chromocell Therapeutics Corp)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions regulation of the Commission or any Trading Market on which any of the securities of the Company are listed or designatedquoted.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Berkshire Hills Bancorp Inc), Securities Purchase Agreement (Ameris Bancorp), Securities Purchase Agreement (Vantagesouth Bancshares, Inc.)
No Integrated Offering. Assuming the accuracy of the PurchasersBuyers’ representations and warranties set forth in Section 3.22, neither the Company, nor any of its Affiliatesaffiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Common Shares to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Principal Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Securities Purchase Agreement (ONCOSEC MEDICAL Inc), Securities Purchase Agreement (Ampio Pharmaceuticals, Inc.), Securities Purchase Agreement (Ampio Pharmaceuticals, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2herein, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Aeterna Zentaris Inc.), Securities Purchase Agreement (Aeterna Zentaris Inc.), Securities Purchase Agreement (Aeterna Zentaris Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Debentures to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions the Securities Act which would require the registration of any Trading Market on which any of such securities under the securities of the Company are listed or designatedSecurities Act.
Appears in 3 contracts
Samples: Debenture Purchase Agreement (Luxeyard, Inc.), Debenture Purchase Agreement (Cytosorbents Corp), Debenture Purchase Agreement (BeesFree, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliatesaffiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions provisions, including, without limitation, under the rules and regulations of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Crdentia Corp), Securities Purchase Agreement (Simtek Corp), Securities Subscription Agreement (Gentium S.p.A.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.23.2 herein, neither the Company, nor any of its controlled Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of (i) the Securities Act and (ii) any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Wisa Technologies, Inc.), Securities Purchase Agreement (Wisa Technologies, Inc.), Securities Purchase Agreement (Wisa Technologies, Inc.)
No Integrated Offering. Assuming the accuracy of the PurchasersHolders’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of the Securities Act or any applicable shareholder approval provisions provision of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Securities Exchange and Amendment Agreement (Gigabeam Corp), Securities Exchange and Amendment Agreement (Gigabeam Corp), Securities Exchange Agreement (Oxford Media, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ each Purchaser’s representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any the Trading Market or any other exchange or market on which any of the securities of the Company are listed or designatedquoted.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Icosavax, Inc.), Securities Purchase Agreement (Omega Therapeutics, Inc.), Securities Purchase Agreement (Omega Therapeutics, Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor nor, to the Company’s knowledge, any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities Shares to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Presto Automation Inc.), Securities Purchase Agreement (Presto Automation Inc.), Securities Purchase Agreement (Presto Automation Inc.)
No Integrated Offering. Assuming the accuracy of the Purchasers’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of (i) the Securities Act or (ii) any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Securities Purchase Agreement (U.S. Gold Corp.), Securities Purchase Agreement (Vivos Therapeutics, Inc.), Securities Purchase Agreement (U.S. Gold Corp.)
No Integrated Offering. Assuming the accuracy of the PurchasersInvestors’ representations and warranties set forth in Section 3.2, neither the Company, nor any of its Affiliates, nor any Person acting on its or their behalf has, directly or indirectly, made any offers or sales of any security or solicited any offers to buy any security, under circumstances that would cause this offering of the Securities to be integrated with prior offerings by the Company for purposes of any applicable shareholder approval provisions of any Trading Market on which any of the securities of the Company are listed or designated.
Appears in 3 contracts
Samples: Securities Purchase Agreement (In8bio, Inc.), Securities Purchase Agreement (Corvus Pharmaceuticals, Inc.), Securities Purchase Agreement (In8bio, Inc.)
