No Shell Company. The Company is not, nor at any time during the twelve month period immediately preceding the date hereof has the Company been a “shell company,” as such term is defined in Rule 405 promulgated under the Securities Act.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Espre Solutions Inc), Securities Purchase Agreement (Traceguard Technologies, Inc.), Securities Purchase Agreement (Last Mile Logistics Group, Inc.)
No Shell Company. The Company is not, nor at any time during the twelve month period immediately 12 months preceding the date hereof has the Company been a “shell company,” as such term is defined in paragraph (i)(1)(i) of Rule 405 promulgated under 144 of the Securities ActAct or Rule 12b-2 of the Exchange Act of 1934, the effect of which would prevent the Investor from selling the Shares without restriction pursuant to Rule 144.
Appears in 2 contracts
Samples: Purchase Agreement (Pegasi Energy Resources Corporation.), Purchase Agreement (Pegasi Energy Resources Corporation.)
No Shell Company. The Company is not, nor at any time during the twelve month period immediately 12 months preceding the date hereof has the Company been a “shell company,” as such term is defined in paragraph (i)(1)(i) of Rule 405 promulgated under 144 of the Securities Act1933 Act or Rule 12b-2 of the Exchange Act of 1934, the effect of which would prevent the Investor from selling the Shares, Conversion Shares or Liquidated Damage Shares without restriction pursuant to Rule 144.
Appears in 2 contracts
Samples: Purchase Agreement (AMBER Ready, Inc), Purchase Agreement (AMBER Ready, Inc)
No Shell Company. The Company is not, nor at any time during the twelve month period immediately 12 months preceding the date hereof Effective Date has the Company been been, a “shell company,” as such term is defined in paragraph (i)(1)(i) of Rule 405 promulgated under 144 of the Securities Act or Rule 12b-2 of the Exchange Act, the effect of which would prevent Investor from selling the Securities without restriction pursuant to Rule 144.
Appears in 2 contracts
Samples: Share Purchase Agreement (NCR Corp), Share Purchase Agreement (Document Capture Technologies, Inc.)
