No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunder) under circumstances that would require registration of the securities being offered or sold hereunder under the Securities Act.
Appears in 49 contracts
Samples: Common Stock Purchase Agreement (Taronis Fuels, Inc.), Common Stock Purchase Agreement (Taronis Fuels, Inc.), Subscription Agreement (Avalon GloboCare Corp.)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderSecurities) under circumstances that would require registration of the securities Securities being offered or sold hereunder under the Securities ActAct or cause this offering of the Securities to be integrated with any other offering of securities by the Company for purposes of any stockholder approval provision applicable to the Company or its securities.
Appears in 49 contracts
Samples: Securities Purchase Agreement (Imageware Systems Inc), Securities Purchase Agreement (Imageware Systems Inc), Securities Purchase Agreement (True Drinks Holdings, Inc.)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities Securities being offered or sold hereunder) under circumstances that would require registration of the securities Securities being offered or sold hereunder under the Securities Act.
Appears in 18 contracts
Samples: Securities Purchase Agreement (MetaStat, Inc.), Note Purchase Agreement (MetaStat, Inc.), Purchaser (Echo Therapeutics, Inc.)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderSecurities) under circumstances that would require registration of the securities Securities being offered or sold hereunder under the Securities ActAct or cause this offering of Securities to be integrated with any other offering of securities by the Company for purposes of any stockholder approval provision applicable to the Company or its securities.
Appears in 16 contracts
Samples: Securities Purchase Agreement (Environmental Products & Technologies Corp), Securities Purchase Agreement (Microvision Inc), Securities Purchase Agreement (Cellpoint Inc)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities Shares being offered or sold hereunder) under circumstances that would require registration of the securities Shares being offered or sold hereunder under the Securities Act.
Appears in 6 contracts
Samples: Common Stock Purchase Agreement (Foldera, Inc), That Certain Agreement (Keewatin Windpower Corp.), Common Stock Purchase Agreement (Nuevo Financial Center, Inc.)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderSecurities) under circumstances that would require registration of the securities Securities being offered or sold hereunder under the Securities ActAct or cause this offering of Securities to be integrated with any other offering of securities by the Company for purposes of NASDAQ Rule 4460(i).
Appears in 6 contracts
Samples: Securities Purchase Agreement (Accent Software International LTD), Securities Purchase Agreement (Accent Software International LTD), Securities Purchase Agreement (Accent Software International LTD)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunder) under circumstances that would require registration of the securities Securities being offered or sold hereunder under the Securities ActAct or cause this offering of the Securities to be integrated with any other offering of securities by the Company for purposes of any stockholder approval provision applicable to the Company or its securities.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Security Devices International Inc.), Securities Purchase Agreement (Security Devices International Inc.), Securities Purchase Agreement (Security Devices International Inc.)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunder) under circumstances that would require registration of the securities Notes being offered or sold hereunder under the Securities ActAct or cause this offering of the Notes to be integrated with any other offering of securities by the Company for purposes of any stockholder approval provision applicable to the Company or its securities.
Appears in 3 contracts
Samples: Security Agreement (Security Devices International Inc.), Security Agreement, Security Agreement (Nestor Inc)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderSecurities) under circumstances that would require registration of the securities sale of the Securities being offered or sold hereunder under the Securities ActAct or cause this offering of the Securities to be integrated with any other offering of securities by the Company for purposes of any stockholder approval provision applicable to the Company or its securities.
Appears in 3 contracts
Samples: Convertible Preferred Stock Purchase Agreement (GEM Surgilight Investors, LLC), Registration Rights Agreement (Datametrics Corp), Escrow Agreement (Mediabay Inc)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderShares) under circumstances that would require registration of the securities Shares being offered or sold hereunder under the Securities ActAct or cause this offering of the Shares to be integrated with any other offering of securities by the Company for purposes of any stockholder approval provision applicable to the Company or its securities.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Charlie's Holdings, Inc.), Securities Purchase Agreement (Sangstat Medical Corp), Securities Purchase Agreement (Sangstat Medical Corp)
No Integrated Offerings. The Company shall not make any offers or ------------------------ sales of any security (other than the securities being offered or sold hereunderSecurities) under circumstances that would require registration of the securities Securities being offered or sold hereunder under the Securities ActAct or cause this offering of Securities to be integrated with any other offering of securities by the Company for purposes of any stockholder approval provision applicable to the Company or its securities.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Open Market Inc), Securities Purchase Agreement (Open Market Inc), Securities Purchase Agreement (Knickerbocker L L Co Inc)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunder) under circumstances that would require registration of the securities being offered or sold hereunder under the Securities Act.. 无其他合并要约。除了本交易中出售的证券外，公司不应要约或出售任何需要根据证券法进行登记的公司证券。
Appears in 3 contracts
Samples: Securities Purchase Agreement (China Ginseng Holdings Inc), Securities Purchase Agreement (MOQIZONE HOLDING Corp), Securities Purchase Agreement (Jpak Group, Inc.)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderSecurities) under circumstances that would require registration of the securities Securities being offered or sold hereunder under the Securities ActAct or cause this offering of Securities to be integrated with any other non-exempt offering of securities other than the Additional Investment Rights and securities issuable thereunder, warrants issuable to any of the Placement Agents in connection with the transactions contemplated by this Agreement and the shares of common stock issuable upon exercise of such warrants.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Bam Entertainment Inc), Securities Purchase Agreement (Bam Entertainment Inc), Securities Purchase Agreement (Bam Entertainment Inc)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderShares) under circumstances that would require registration of the securities Shares being offered or sold hereunder under the Securities Act1933 Act or cause this offering of Shares to be integrated with any other offering of securities by the Company.
Appears in 3 contracts
Samples: Common Stock Purchase Agreement (Pricesmart Inc), Stock Purchase Agreement (Neurocrine Biosciences Inc), Stock Purchase Agreement (Neurocrine Biosciences Inc)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderSecurities) under circumstances that would require registration of the securities Securities being offered or sold hereunder under the Securities ActAct or Nasdaq rules or cause this offering of Securities to be integrated with any other non-exempt offering of securities under the Securities Act or Nasdaq rules, other than the warrants issuable to any of the Placement Agents in connection with the transactions contemplated by this Agreement and the shares of common stock issuable upon exercise of such warrants.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Bam Entertainment Inc), Securities Purchase Agreement (Bam Entertainment Inc), Securities Purchase Agreement (Bam Entertainment Inc)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderSecurities and the Preferred Stock issuable in connection with the Exchange Agreement) under circumstances that would require registration of the securities Securities being offered or sold hereunder under the Securities ActAct or cause this offering of the Securities to be integrated with any other offering of securities by the Company for purposes of any stockholder approval provision applicable to the Company or its securities.
Appears in 3 contracts
Samples: Securities Purchase Agreement (True Drinks Holdings, Inc.), Securities Purchase Agreement (True Drinks Holdings, Inc.), Securities Purchase Agreement (True Drinks Holdings, Inc.)
No Integrated Offerings. The Company shall not make any offers or -------------------------- sales of any security (other than the securities being offered or sold hereunderShares) under circumstances that would require registration of the securities Shares being offered or sold hereunder under the Securities ActAct or cause this offering of Shares to be integrated with any other offering of securities by the Company for any purposes, including for purposes of any shareholder approval provision applicable to the Company or its securities.
Appears in 2 contracts
Samples: Stock Purchase and Registration Agreement (Genus Inc), Stock Purchase and Registration Agreement (Genus Inc)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderSecurities) under circumstances that would require registration of the securities Securities being offered or sold hereunder under the Securities ActAct or cause this offering of the Securities to be integrated with any other offering of securities by the Company.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Remote Dynamics Inc), Securities Purchase Agreement (Remote Dynamics Inc)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderNotes) under circumstances that would require registration of the securities Notes being offered or sold hereunder under the Securities ActAct or cause this offering to be integrated with any other offering of securities by the Company for purposes of any stockholder approval provision applicable to the Company or its securities.
Appears in 2 contracts
Samples: Form of Subscription Agreement (Vendingdata Corp), Form of Subscription Agreement (Vendingdata Corp)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderSecurities and the Warrants) under circumstances that would require registration of the securities Securities being offered or sold hereunder under the Securities ActAct or cause this offering of the Securities to be integrated with any other offering of securities by the Company for purposes of any stockholder approval provision applicable to the Company or its securities.
Appears in 2 contracts
Samples: Convertible Secured Note Purchase Agreement (Photogen Technologies Inc), Convertible Secured Note Purchase Agreement (Alliance Pharmaceutical Corp)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderSecurities) under circumstances that would require registration under the Securities Act of the securities Securities being offered or sold hereunder under or cause this offering of the Securities Actto be integrated with any other offering of securities by the Company for purposes of any stockholder approval provision applicable to the Company or its securities.
Appears in 2 contracts
Samples: Investment Unit Purchase Agreement (NationsHealth, Inc.), Securities Purchase Agreement (NationsHealth, Inc.)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunder) under circumstances that would require registration of the securities Securities being offered or sold hereunder under the Securities 1933 Act.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Adial Pharmaceuticals, Inc.), Securities Purchase Agreement (Adial Pharmaceuticals, Inc.)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities Securities being offered or sold hereunder) under circumstances that would require registration of the securities Securities being offered or sold hereunder under the Securities Act.
Appears in 2 contracts
Samples: Subscription Agreement (Hemcure Inc), Subscription Agreement (VeruTEK Technologies, Inc.)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderShares) under circumstances that would require registration of the securities Shares being offered or sold hereunder under the Securities ActAct or cause this offering of Shares to be integrated with any other offering of securities by the Company for any purposes, including for purposes of any shareholder approval provision applicable to the Company or its securities.
Appears in 2 contracts
Samples: Securities Purchase and Registration Agreement (Theglobe Com Inc), Securities Purchase and Registration Agreement (Theglobe Com Inc)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderSecurities) under circumstances that would require registration of the securities Securities being offered or sold hereunder under the Securities ActAct or cause this offering of Securities to be integrated with any other offering of securities by the Company for any purposes, including for purposes of any shareholder approval provision applicable to the Company or its securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Genus Inc), Securities Purchase Agreement (Genus Inc)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderSecurities) under circumstances that would require registration of the securities Securities being offered or sold hereunder under the Securities ActAct or cause this offering of the Securities to be integrated with any other offering of securities by the Company for purposes of the Securities Act or any stockholder approval provision applicable to the Company or its securities.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Lifepoint Inc), Securities Purchase Agreement (Lifepoint Inc)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderSecurities) under circumstances that would require registration of the securities Securities being offered or sold hereunder under the Securities ActAct under the Registration Statement being filed with respect to the transaction contemplated hereby or cause this offering of Securities to be integrated with any other offering of securities by the Company under the Registration Statement being filed with respect to the transaction contemplated hereby.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Tidelands Oil & Gas Corp/Wa), Securities Purchase Agreement (Energy & Engine Technology Corp)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderRegistrable Shares) under circumstances that would require registration of the securities Shares being offered or sold hereunder under the Securities ActAct or cause this offering of the Shares to be integrated with any other offering of securities by the Company for purposes of any stockholder approval provision applicable to the Company or its securities.
Appears in 1 contract
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunder) under circumstances that would require registration of the securities Shares being offered or sold hereunder under the Securities ActAct or cause this placement of the Shares to be integrated with any other offering of securities by the Company for purposes of any stockholder approval provision applicable to the Company or its securities.
Appears in 1 contract
Samples: Securities Purchase Agreement (Natural Gas Services Group Inc)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderSecurities) under circumstances that would require registration of the such securities being offered or sold hereunder to be included in the Registration Statement being filed with respect to the transaction contemplated hereby or cause this offering of Securities to be integrated with any other offering of securities by the Company under the Securities ActRegistration Statement being filed with respect to the transaction contemplated hereby.
Appears in 1 contract
Samples: Securities Purchase Agreement (Interactive Television Networks)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderSecurities) under circumstances that would require registration of the securities Securities being offered or sold hereunder under the Securities ActAct or cause this offering of Securities to be integrated with any other offering of securities by the Company for purposes of NYSE Rule 312.03.
Appears in 1 contract
Samples: Securities Purchase Agreement (National Media Corp)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderSecurities) under circumstances that would require registration of the securities Securities being offered or sold hereunder under the Securities ActAct or cause this offering of Securities to be integrated with any other offering of securities by the Company for purposes of any stockholder approval provision applicable to the Company or its securities.
Appears in 1 contract
Samples: Securities Purchase and Exchange Agreement (Interactive Magic Inc /Nc/)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities Units being offered or sold hereunder) under circumstances that would require registration of the securities Units being offered or sold hereunder under the Securities Act.
Appears in 1 contract
Samples: Securities Purchase Agreement (Empire Financial Holding Co)
No Integrated Offerings. The Company shall not make any offers or sales ------------------------ of any security (other than the securities being offered or sold hereunderSecurities) under circumstances that would require registration of the securities Securities being offered or sold hereunder under the Securities ActAct or cause this offering of Securities to be integrated with any other offering of securities by the Company for purposes of any stockholder approval provision applicable to the Company or its securities.
Appears in 1 contract
Samples: Securities Purchase Agreement (Knickerbocker L L Co Inc)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunder) under circumstances that would require registration of the securities being offered or sold hereunder under the Securities Act1000 Xxx.
Appears in 1 contract
Samples: Securities Purchase Agreement (ID Global Solutions Corp)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunder) under circumstances that would require registration registration, or qualification of the distribution, of the Warrant under the Securities Act or cause the issuance of this Warrant to be integrated with any other offering of securities being offered or sold hereunder under by the Company for purposes of the Securities Act.
Appears in 1 contract
Samples: Netgenics Inc
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderSecurities) under circumstances that would require registration of the securities Securities being offered or sold hereunder under the Securities ActAct or cause this offering of the Securities to be integrated with any other offering of securities by the Company for purposes of any shareholder approval provision applicable to the Company or its securities.
Appears in 1 contract
Samples: Securities Purchase Agreement (Accentia Biopharmaceuticals Inc)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderSecurities) under circumstances that would require registration of the securities sale of the Securities being offered or sold hereunder under the Securities ActAct or cause this offering of the Securities to be integrated with any other offering of securities by the Company for purposes of any stockholder approval provision applicable to the Company or its securities. 6.22.
Appears in 1 contract
Samples: Convertible Preferred Stock Purchase Agreement (Surgilight Inc)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being Securities offered or sold hereunderhereby) under circumstances that would require registration of the securities Securities being offered or sold hereunder under the Securities ActAct or cause this offering of such Securities to be integrated with any other offering of securities by the Company.
Appears in 1 contract
Samples: Securities Purchase Agreement (210/P10 Acquisition Partners, LLC)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderSecurities) under circumstances that would require registration of the securities Securities being offered or sold hereunder under the Securities Act.
Appears in 1 contract
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunder) under circumstances that would require registration of the securities being offered or sold hereunder under the Securities Act.. 第3.18节 无其他合并要约。除了本交易中出售的证券外，公司不应要约或出售任何需要根据证券法进行登记的公司证券。
Appears in 1 contract
Samples: Securities Purchase Agreement (MOQIZONE HOLDING Corp)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or Shares sold hereunderpursuant to this Agreement) under circumstances that would require registration of the securities Shares being offered or sold hereunder under the Securities ActAct or cause this offering of the Shares to be integrated with any other offering of securities by the Company for purposes of any stockholder approval provision applicable to the Company or its securities.
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Adept Technology Inc)
No Integrated Offerings. The Company shall not make any offers or ----------------------- sales of any security (other than the securities being offered or sold hereunderSecurities) under circumstances that would require registration of the securities Securities being offered or sold hereunder under the Securities ActAct or cause this offering of Securities to be integrated with any other offering of securities by the Company for purposes of any stockholder approval provision applicable to the Company or its securities.
Appears in 1 contract
Samples: Note Purchase Agreement (Advanced Environmental Recycling Technologies Inc)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderShares) under circumstances that would require registration of the securities Shares being offered or sold hereunder under the Securities ActAct or cause this offering of Shares to be integrated with any other offering of securities by the Company for purposes of any state securities or blue sky law.
Appears in 1 contract
Samples: Securities Purchase Agreement (Gadzoox Networks Inc)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderSecurities) under circumstances that would require registration of the securities issuance of the Securities being offered or sold hereunder under the Securities ActAct or cause the Offering to be integrated with any other offering of securities by the Company for purposes of any shareholder approval provision applicable to the Company or its securities.
Appears in 1 contract
Samples: Regulation D Subscription Agreement (Ea Industries Inc /Nj/)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderSecurities) under circumstances that would require registration of the securities Securities being offered or sold hereunder under the Securities Act.Act or cause this offering of the Securities to be integrated with any other offering of securities by the Company for purposes of any stockholder approval provision applicable to the Company or its securities. Table of Contents
Appears in 1 contract
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderSecurities) under circumstances that requires or would require registration of the securities Securities being offered or sold hereunder under the Securities ActAct or cause this offering of the Securities to be integrated with any other offering of securities by the Company for purposes of any stockholder approval provision applicable to the Company or its securities.
Appears in 1 contract
Samples: Securities Purchase Agreement (SLS International Inc)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderSecurities) under circumstances that would require registration of the securities Securities being offered or sold hereunder under the 1933 Act or cause this offering of Securities Actto be integrated with any other offering of securities by the Company.
Appears in 1 contract
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderPurchased Securities) under circumstances that would require registration of the securities Purchased Securities being offered or sold hereunder under the Securities ActAct or cause this offering of the Purchased Securities to be integrated with any other offering of securities by the Company for purposes of any stockholder approval provision applicable to the Company or its securities.
Appears in 1 contract
Samples: Securities Purchase Agreement (Airnet Communications Corp)
No Integrated Offerings. The Company shall not make any offers or sales of any security (other than the securities being offered or sold hereunderSecurities) under circumstances that would require registration of the securities Securities being offered or sold hereunder under the Securities ActAct or cause this offering of Securities to be integrated with any other offering of securities by the Company for any purposes, including for purposes of any stockholder approval provision applicable to the Company or its securities.
Appears in 1 contract
