Common use of Registration Statements and Prospectuses Clause in Contracts

Registration Statements and Prospectuses. The Company meets the requirements for use of Form S-3 under the 1933 Act. Each of the Registration Statements is an “automatic shelf registration statement” (as defined in Rule 405) and the Securities have been and remain eligible for registration by the Company on such automatic shelf registration statements. Each of the Registration Statements has become effective under the 1933 Act. No stop order suspending the effectiveness of the Registration Statements has been issued under the 1933 Act, no order preventing or suspending the use of any preliminary prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplated. The Company has complied with each request (if any) from the Commission for additional information. Each of the Registration Statements and any post-effective amendment thereto, at the time of its effectiveness and at each deemed effective date with respect to the Underwriter pursuant to Rule 430B(f)(2) under the 1933 Act Regulations, complied in all material respects with the requirements of the 1933 Act and the 1933 Act Regulations. Each preliminary prospectus, the Prospectus and any amendment or supplement thereto, at the time each was filed with the Commission, complied in all material respects with the requirements of the 1933 Act Regulations and each preliminary prospectus and the Prospectus delivered to the Underwriter for use in connection with this offering was identical to the electronically transmitted copies thereof filed with the Commission pursuant to XXXXX, except to the extent permitted by Regulation S-T. The documents incorporated or deemed to be incorporated by reference in the Registration Statements and the Prospectus, when they became effective or at the time they were or hereafter are filed with the Commission, complied and will comply in all material respects with the requirements of the 1934 Act and the rules and regulations of the Commission under the 1934 Act (the “1934 Act Regulations”).

Appears in 1 contract

Samples: Underwriting Agreement (Cousins Properties Inc)

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Registration Statements and Prospectuses. The Company meets the requirements for use of Form S-3 under the 1933 Act. Each of the Registration Statements is an “automatic shelf registration statement” (as defined in Rule 405) Statement and the Securities have been ADS Registration Statement and remain eligible for registration by the Company on such automatic shelf registration statements. Each of the Registration Statements any amendment thereto has become effective under the 1933 Act. No stop order suspending the effectiveness of the Registration Statements Statement or the ADS Registration Statement or any post-effective amendment thereto has been issued under the 1933 Act, no order preventing or suspending the use of any preliminary prospectus or the Prospectus has been issued and no proceedings for any of those purposes or pursuant to Section 8A under the 1933 Act have been instituted or are pending or, to the Company’s knowledge, contemplatedthreatened by the Commission. The Company has complied with each request (if any) from the Commission for additional information. Each of the Registration Statements Statement and the ADS Registration Statement and any post-effective amendment thereto, at the time it became effective, the Applicable Time, the Closing Time and any Date of its effectiveness Delivery complied and at each deemed effective date with respect to the Underwriter pursuant to Rule 430B(f)(2) under the 1933 Act Regulations, complied will comply in all material respects with the requirements of the 1933 Act and the 1933 Act Regulations. Each preliminary prospectus, the Prospectus and any amendment or supplement thereto, at the time each was filed with the CommissionCommission and, in each case, at the Applicable Time, the Closing Time and any Date of Delivery, complied and will comply in all material respects with the requirements of the 1933 Act Regulations and each the 1933 Act Regulations. Each preliminary prospectus and the Prospectus delivered to the Underwriter Underwriters for use in connection with this offering and the Prospectus was or will be identical to the electronically transmitted copies thereof filed with the Commission pursuant to XXXXX, except to the extent permitted by Regulation S-T. The documents incorporated or deemed to be incorporated by reference in the Registration Statements and the Prospectus, when they became effective or at the time they were or hereafter are filed with the Commission, complied and will comply in all material respects with the requirements of the 1934 Act and the rules and regulations of the Commission under the 1934 Act (the “1934 Act Regulations”).T.

Appears in 1 contract

Samples: Evotec SE

Registration Statements and Prospectuses. The Company meets the requirements for use of Form S-3 under the 1933 Act. Each of the Registration Statements is an “automatic shelf registration statement” (as defined in Rule 405) Statement and the Securities have been ADS Registration Statement and remain eligible for registration by the Company on such automatic shelf registration statements. Each of the Registration Statements any amendment thereto has become effective under the 1933 Act. No stop order suspending the effectiveness of the Registration Statements Statement or the ADS Registration Statement or any post-effective amendment thereto has been issued under the 1933 Act, no order preventing or suspending the use of any preliminary prospectus or the Prospectus has been issued by the Commission and no proceedings for any of those purposes have been instituted by the Commission or are pending or, to the Company’s knowledge, contemplatedcontemplated by the Commission. The Company has complied with each request (if any) from the Commission for additional information. Each of the Registration Statements Statement and the ADS Registration Statement and any post-effective amendment thereto, at the time of its effectiveness and at each deemed effective date with respect to the Underwriter pursuant to Rule 430B(f)(2) under the 1933 Act Regulationsit became effective, complied in all material respects with the requirements of the 1933 Act and the 1933 Act Regulations. Each preliminary prospectus, the Prospectus and any amendment or supplement thereto, at the time each was filed with the Commission, complied in all material respects with the requirements of the 1933 Act Regulations and each the 1933 Act Regulations. Each preliminary prospectus and the Prospectus delivered to the Underwriter Underwriters for use in connection with this the offering of the Offered ADSs and the Prospectus was or will be identical to the electronically transmitted copies thereof filed with the Commission pursuant to XXXXX, except to the extent permitted by Regulation S-T. The documents incorporated or deemed to be incorporated by reference in Registration Statement, any preliminary prospectus, the Prospectus and the ADS Registration Statement and the filing of the Registration Statements Statement, any preliminary prospectus, the Prospectus and the Prospectus, when they became effective or at the time they were or hereafter are filed ADS Registration Statement with the Commission, complied Commission have been duly authorized by and will comply in all material respects with the requirements on behalf of the 1934 Act Company, and each of the Registration Statement and the rules and regulations of the Commission under the 1934 Act (the “1934 Act Regulations”)ADS Registration Statement has been duly executed pursuant to such authorization.

Appears in 1 contract

Samples: Underwriting Agreement (Gensight Biologics S.A.)

Registration Statements and Prospectuses. The Company meets the requirements for use of Form S-3 under the 1933 Act. Each of the Registration Statements is an “automatic shelf registration statement” (as defined in Rule 405) Statement and the Securities have been ADS Registration Statement and remain eligible for registration by the Company on such automatic shelf registration statements. Each of the Registration Statements any amendment thereto has become effective under the 1933 Act. No stop order suspending the effectiveness of the Registration Statements Statement or the ADS Registration Statement or any post-effective amendment thereto has been issued under the 1933 Act, no order preventing or suspending the use of any preliminary prospectus or the Prospectus has been issued by the Commission and no proceedings for any of those purposes have been instituted by the Commission or are pending or, to the knowledge of the Company’s knowledge, contemplatedcontemplated by the Commission. The Company has complied with each request (if any) from the Commission for additional information. Each of the Registration Statements Statement and the ADS Registration Statement and any post-effective amendment thereto, at the time of its effectiveness and at each deemed effective date with respect to the Underwriter pursuant to Rule 430B(f)(2) under the 1933 Act Regulationsit became effective, complied in all material respects with the applicable requirements of the 1933 Act and the 1933 Act Regulations. Each preliminary prospectus, the Prospectus and any amendment or supplement thereto, at the time each was filed with the Commission, complied in all material respects with the applicable requirements of the 1933 Act Regulations and each the 1933 Act Regulations. Each preliminary prospectus and the Prospectus delivered to the Underwriter Underwriters for use in connection with this the offering of the Offered ADSs and the Prospectus was or will be identical to the electronically transmitted copies thereof filed with the Commission pursuant to XXXXX, except to the extent permitted by Regulation S-T. The documents incorporated or deemed to be incorporated by reference in Registration Statement, any preliminary prospectus, the Prospectus and the ADS Registration Statement and the filing of the Registration Statements Statement, any preliminary prospectus, the Prospectus and the Prospectus, when they became effective or at the time they were or hereafter are filed ADS Registration Statement with the Commission, complied Commission have been duly authorized by and will comply in all material respects with the requirements on behalf of the 1934 Act Company, and each of the Registration Statement and the rules and regulations of the Commission under the 1934 Act (the “1934 Act Regulations”)ADS Registration Statement has been duly executed pursuant to such authorization.

Appears in 1 contract

Samples: Underwriting Agreement (Cellectis S.A.)

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Registration Statements and Prospectuses. The Company meets the requirements for use of Form S-3 under the 1933 Act. Each of the Registration Statements is an “automatic shelf registration statement” (as defined in Rule 405) Statement and the Securities have been ADS Registration Statement and remain eligible for registration by the Company on such automatic shelf registration statements. Each of the Registration Statements any amendment thereto has become effective under the 1933 Act. No stop order suspending the effectiveness of the Registration Statements Statement or the ADS Registration Statement or any post-effective amendment thereto has been issued under the 1933 Act, no order preventing or suspending the use of any preliminary prospectus or the Prospectus has been issued and no proceedings for any of those purposes have been instituted or are pending or, to the Company’s knowledge, contemplatedthreatened. The Company has complied with each request (if any) from the Commission for additional information. Each of the Registration Statements Statement and the ADS Registration Statement and any post-effective amendment thereto, at the time it became effective, the Applicable Time, the Closing Time and any Date of its effectiveness Delivery complied and at each deemed effective date with respect to the Underwriter pursuant to Rule 430B(f)(2) under the 1933 Act Regulations, complied will comply in all material respects with the requirements of the 1933 Act and the 1933 Act Regulations. Each preliminary prospectus, the Prospectus and any amendment or supplement thereto, at the time each was filed with the CommissionCommission and, in each case, at the Applicable Time, the Closing Time and any Date of Delivery, complied and will comply in all material respects with the requirements of the 1933 Act Regulations and each the 1933 Act Regulations. Each preliminary prospectus and the Prospectus delivered to the Underwriter Underwriters for use in connection with this offering and the Prospectus was or will be identical to the electronically transmitted copies thereof filed with the Commission pursuant to XXXXX, except to the extent permitted by Regulation S-T. The documents incorporated or deemed to be incorporated by reference in the Registration Statements and the Prospectus, when they became effective or at the time they were or hereafter are filed with the Commission, complied and will comply in all material respects with the requirements of the 1934 Act and the rules and regulations of the Commission under the 1934 Act (the “1934 Act Regulations”).T.

Appears in 1 contract

Samples: Underwriting Agreement (Genmab a/S)

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