Common use of Offerings of Securities Clause in Contracts

Offerings of Securities. Except as disclosed on SCHEDULE 3.14, all securities which have been offered or sold by the Company or any Subsidiary have been registered pursuant to the Securities Act and applicable state securities laws or were offered and sold pursuant to valid exemptions therefrom. No registration statement, prospectus, private offering memorandum, or other information furnished (whether in writing or orally) to any offeree or purchaser of such securities, at the time such registration statement became effective (in the case of a registered offering) or at the time of delivery of such registration statement, prospectus, private offering memorandum, or other information, contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary in order to make the statements contained therein, in light of the circumstances under which they were made, not misleading. To the extent that any such securities were registered under the Securities Act, the applicable registration statements and prospectuses filed with the Securities and Exchange Commission pursuant to the Securities Act, at the time each such registration statement became effective, and at all times when delivery of a prospectus was required pursuant to the Securities Act, complied in all material respects with the requirements of the Securities Act and the rules and regulations thereunder.

Offerings of Securities. Except as disclosed on SCHEDULE 3.14, all All securities which have been offered or sold by any member of the Company or any Subsidiary Bionova Group have been registered pursuant to the Securities Act and applicable state securities laws Applicable Laws or were offered and sold pursuant to valid exemptions therefrom. No registration statement, prospectus, private offering memorandum, or other information furnished (whether in writing or orally) to any offeree or purchaser of such securities, at the time such registration statement became effective (in the case of a registered offering) or at the time of delivery of such registration statement, prospectus, private offering memorandum, or other information, contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary in order to make the statements contained therein, in light of the circumstances under which they were made, not misleading. To the extent that any such securities were registered under the Securities ActAct or Mexican securities law, the applicable registration statements and prospectuses filed with the Securities and Exchange Commission pursuant to the Securities ActAct or Mexican securities law, at the time each such registration statement became effective, and at all times when delivery of a prospectus was required pursuant to the Securities ActAct or Mexican securities law, complied in all material respects with the requirements of the Securities Act and the rules and regulations thereunderthereunder or Mexican securities law, as the case may be.

Offerings of Securities. Except as disclosed on SCHEDULE 3.14, all All securities which that have been offered or sold by the Company Olympic or any Subsidiary of its Subsidiaries during the six years prior to the date of this Agreement have been registered pursuant to the Securities Act and applicable foreign or state securities laws or were offered and sold pursuant to valid exemptions therefrom. No registration statement, prospectus, private offering memorandum, or other information furnished (whether in writing or orally) to any offeree or purchaser of such securities, at the time such registration statement became effective (in the case of a registered offering) or at the time of delivery of such registration statement, prospectus, private offering memorandum, or other information, contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary in order to make the statements contained therein, in light of the circumstances under which they were made, not misleading. To the extent that any such securities were registered under the Securities ActAct or foreign securities exchange, the applicable registration statements and prospectuses filed with the Securities and Exchange Commission pursuant to the Securities Actor such foreign securities exchange, at the time each such registration statement became effective, and at all times when delivery of a prospectus was required pursuant to the Securities ActAct or foreign securities law, complied in all material respects with the requirements of the Securities Act such applicable securities laws and the rules and regulations thereunder.

Offerings of Securities. Except as disclosed on SCHEDULE 3.14, all All securities which have been offered or sold by the Company or any Subsidiary have been registered pursuant to the Securities Act and applicable state securities laws or were offered and sold pursuant to valid exemptions therefrom. No registration statement, prospectus, private offering memorandum, or other information furnished (whether in writing or orally) to any offeree or purchaser of such securities, at the time such registration statement became effective (in the case of a registered offering) or at the time of delivery of such registration statement, prospectus, private offering memorandum, or other information, contained any untrue statement of a material fact or omitted to state any material fact required to be stated therein or necessary in order to make the statements contained therein, in light of the circumstances under which they were made, not misleading. To the extent that any such securities were registered under the Securities Act, the applicable registration statements and prospectuses filed with the Securities and Exchange Commission pursuant to the Securities Act, at the time each such registration statement became effective, and at all times when delivery of a prospectus was required pursuant to the Securities Act, complied in all material respects with the requirements of the Securities Act and the rules and regulations thereunder.