Common use of No Material Misstatement or Omission Clause in Contracts

No Material Misstatement or Omission. The Agent shall not have advised the Company that the Registration Statement or any the Prospectus, contains an untrue statement of fact which, in the Agent’s opinion, is material, or omits to state a fact which, in the Agent’s opinion, is material and is required to be stated therein or necessary to make the statements therein not misleading.

Appears in 26 contracts

Samples: Equity Distribution Agreement (Cellectar Biosciences, Inc.), Equity Distribution Agreement (Co-Diagnostics, Inc.), Equity Distribution Agreement (Akoya Biosciences, Inc.)

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No Material Misstatement or Omission. The Agent shall not have advised the Company that the Registration Statement or any the Prospectus, contains an untrue statement of fact which, in the Agent’s opinion, is material, or omits to state a fact which, in the Agent’s opinion, is material and is required to be stated therein or necessary to make the statements therein not misleading.

Appears in 14 contracts

Samples: Sales Agreement (Larimar Therapeutics, Inc.), Sales Agreement (Larimar Therapeutics, Inc.), Sales Agreement (Surrozen, Inc./De)

No Material Misstatement or Omission. The Agent shall not have advised the Company that the Registration Statement or any the Prospectus, Prospectus contains an untrue statement of fact which, in the Agent’s opinion, is material, or omits to state a fact which, in the Agent’s opinion, is material and is required to be stated therein or necessary to make the statements therein not misleading.

Appears in 11 contracts

Samples: Equity Distribution Agreement (Skye Bioscience, Inc.), Equity Distribution Agreement (TELA Bio, Inc.), Distribution Agreement (Biomea Fusion, Inc.)

No Material Misstatement or Omission. The Agent shall not have advised the Company that the Registration Statement or any the U.S. Prospectus, contains an untrue statement of fact which, in the Agent’s reasonable opinion, is material, or omits to state a fact which, in the Agent’s reasonable opinion, is material and is required to be stated therein or necessary to make the statements therein not misleading.

Appears in 4 contracts

Samples: Equity Distribution Agreement (IMV Inc.), Equity Distribution Agreement (IMV Inc.), Equity Distribution Agreement (IMV Inc.)

No Material Misstatement or Omission. The Agent Agents shall not have advised the Company that the Registration Statement or any the Prospectus, contains an untrue statement of fact which, in the Agent’s Agents’ opinion, is material, or omits to state a fact which, in the Agent’s Agents’ opinion, is material and is required to be stated therein or necessary to make the statements therein not misleading.

Appears in 3 contracts

Samples: Equity Distribution Agreement (Prothena Corp Public LTD Co), Equity Distribution Agreement (Prothena Corp Public LTD Co), Equity Distribution Agreement (Fulgent Genetics, Inc.)

No Material Misstatement or Omission. The Agent Agents shall not have advised the Company that the Registration Statement or any the Prospectus, contains an untrue statement of fact which, in the Agent’s Agents’ opinion, is material, or omits to state a fact which, in the Agent’s Agents’ opinion, is material and is required to be stated therein or necessary to make the statements therein not misleading.

Appears in 3 contracts

Samples: Equity Distribution Agreement (Aptose Biosciences Inc.), Equity Distribution Agreement (Dynatronics Corp), Equity Distribution Agreement (Aptose Biosciences Inc.)

No Material Misstatement or Omission. The Agent shall not have advised the Company that the Registration Statement or any the Prospectus, contains an untrue statement of fact which, in the Agent’s reasonable opinion, is material, or omits to state a fact which, in the Agent’s reasonable opinion, is material and is required to be stated therein or necessary to make the statements therein not misleading.

Appears in 2 contracts

Samples: Equity Distribution Agreement (Fulcrum Therapeutics, Inc.), Equity Distribution Agreement (Fulcrum Therapeutics, Inc.)

No Material Misstatement or Omission. The Agent shall not have advised the Company that the Registration Statement or any the Prospectus, Prospectus contains an untrue statement of fact which, in the Agent’s reasonable opinion, is material, or omits to state a fact which, in the Agent’s reasonable opinion, is material and is required to be stated therein or necessary to make the statements therein not misleading.

Appears in 2 contracts

Samples: Distribution Agreement (Nine Energy Service, Inc.), Equity Distribution Agreement (Arvinas, Inc.)

No Material Misstatement or Omission. The Neither Agent shall not have advised the Company that the Registration Statement or any the Prospectus, Prospectus contains an untrue statement of fact which, in the Agent’s reasonable opinion, is material, or omits to state a fact which, in the Agent’s reasonable opinion, is material and is required to be stated therein or necessary to make the statements therein not misleading.

Appears in 2 contracts

Samples: Equity Distribution Agreement (Arvinas, Inc.), Equity Distribution Agreement (Arvinas, Inc.)

No Material Misstatement or Omission. The Agent Agents shall not have advised the Company that the Registration Statement or any the Prospectus, Prospectus contains an untrue statement of fact which, in the an Agent’s opinion, is material, or omits to state a fact which, in the an Agent’s opinion, is material and is required to be stated therein or necessary to make the statements therein not misleading.

Appears in 1 contract

Samples: Equity Distribution Agreement (Day One Biopharmaceuticals, Inc.)

No Material Misstatement or Omission. The Agent shall not have advised the Company that the Registration Statement or any the Prospectus, contains an untrue statement of fact which, in the Agent’s reasonable opinion, is material, or omits to state a fact which, in the Agent’s reasonable opinion, is material and is required to be stated therein or necessary to make the statements therein not misleading.

Appears in 1 contract

Samples: Equity Distribution Agreement (Casa Systems Inc)

No Material Misstatement or Omission. The Agent shall not have advised the Company that the Registration Statement or any the Prospectus, contains an untrue statement of fact which, in the Agent’s opinion, is material, or omits to state a fact which, in the Agent’s opinion, is material and is required to be stated therein or necessary to make the statements therein therein, in the light of the circumstances in which they were made (solely with respect to the Prospectus), not misleading.

Appears in 1 contract

Samples: Equity Distribution Agreement (InspireMD, Inc.)

No Material Misstatement or Omission. The Agent Agents shall not have advised the Company that the Registration Statement or any the Prospectus, contains an untrue statement of fact which, in the an Agent’s opinion, is material, or omits to state a fact which, in the an Agent’s opinion, is material and is required to be stated therein or necessary to make the statements therein not misleading.

Appears in 1 contract

Samples: Equity Distribution Agreement (Altimmune, Inc.)

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No Material Misstatement or Omission. The Agent shall not have advised the Company that the Registration Statement or any the Prospectus, Prospectus contains an untrue statement of fact fact, which, in the Agent’s reasonable opinion, is material, or omits to state a fact which, in the Agent’s reasonable opinion, is material and is required to be stated therein or necessary to make the statements therein not misleading.

Appears in 1 contract

Samples: Equity Distribution Agreement (Immuneering Corp)

No Material Misstatement or Omission. The Agent shall not have advised the Company in writing that the Registration Statement or any the Prospectus, Prospectus contains an untrue statement of fact which, in the Agent’s opinion, is material, or omits to state a fact which, in the Agent’s opinion, is material and is required to be stated therein or necessary to make the statements therein not misleading.

Appears in 1 contract

Samples: Equity Distribution Agreement (Alaunos Therapeutics, Inc.)

No Material Misstatement or Omission. The Agent Agents shall not have advised the Company that the Registration Statement or Prospectus, or any the Issuer Free Writing Prospectus, or any amendment or supplement thereto, contains an untrue statement of fact which, that in the Agent’s opinion, Agents’ reasonable opinion is material, or omits to state a fact which, that in the Agent’s opinion, Agents’ opinion is material and is required to be stated therein or is necessary to make the statements therein not misleading.

Appears in 1 contract

Samples: Equity Distribution Agreement (Core Laboratories N V)

No Material Misstatement or Omission. The Agent shall not have advised the Company that the Registration Statement or any the Prospectus, Prospectus contains an untrue statement of fact which, in the Agent’s opinion, is material, or omits to state a fact which, in the Agent’s opinion, is material and is required to be stated therein or necessary to make the statements therein not misleading.. ​

Appears in 1 contract

Samples: Equity Distribution Agreement (TELA Bio, Inc.)

No Material Misstatement or Omission. The Agent Agents shall not have advised the Company that the Registration Statement or any the Prospectus, contains an untrue statement of fact which, in the Agent’s Agents’ opinion, is material, or omits to state a fact which, in the Agent’s Agents’ opinion, is material and is required to be stated therein or necessary to make the statements therein not misleading.. ​

Appears in 1 contract

Samples: Independence Contract (Independence Contract Drilling, Inc.)

No Material Misstatement or Omission. The Agent Agents shall not have advised the Company that the Registration Statement or any the Prospectus, contains an untrue statement of fact which, in the an Agent’s opinion, is material, or omits to state a fact which, in the an Agent’s opinion, is material and is required to be stated therein or necessary to make the statements therein not misleading.. ​

Appears in 1 contract

Samples: Equity Distribution Agreement (Altimmune, Inc.)

No Material Misstatement or Omission. The Neither Agent shall not have advised the Company that the Registration Statement or any the Prospectus, contains an untrue statement of fact which, in the such Agent’s opinion, is material, or omits to state a fact which, in the such Agent’s opinion, is material and is required to be stated therein or necessary to make the statements therein not misleading.

Appears in 1 contract

Samples: Equity Distribution Agreement (Aravive, Inc.)

No Material Misstatement or Omission. The Agent shall not have advised the Company that the Registration Statement or any the Prospectus, contains an untrue statement of fact which, in the Agent’s reasonable opinion, is material, or omits to state a fact which, in the Agent’s reasonable opinion, is material and is required to be stated therein or necessary to make the statements therein not misleading.. ​

Appears in 1 contract

Samples: Equity Distribution Agreement (Sigilon Therapeutics, Inc.)

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