Common use of Reporting Company/Shell Company Clause in Contracts

Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section 13 of the Securities Exchange Act of 1934, as amended (the “1934 Act”) and has a class of Common Stock registered pursuant to Section 12(g) of the 1934 Act. Pursuant to the provisions of the 1934 Act, the Company has timely filed all reports and other materials required to be filed thereunder with the Commission during the preceding twelve months. As of the Closing Date, the Company is not a “shell company” but is a “former shell company” as those terms are employed in Rule 144 under the 1933 Act.

Appears in 16 contracts

Samples: Subscription Agreement (Attitude Drinks Inc.), Subscription Agreement (Attitude Drinks Inc.), Subscription Agreement (Attitude Drinks Inc.)

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Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section 13 of the Securities Exchange Act of 1934, as amended (the "1934 Act") and has a class of Common Stock registered pursuant to Section 12(g) of the 1934 Act. Pursuant to the provisions of the 1934 Act, the Company has timely filed all reports and other materials required to be filed thereunder with the Commission during the preceding twelve months. As of the Closing Date, the Company is not a “shell company” but is nor a “former shell company” as those terms are employed in Rule 144 under the 1933 Act.

Appears in 10 contracts

Samples: Subscription Agreement (Aethlon Medical Inc), Subscription Agreement (Aethlon Medical Inc), Subscription Agreement (Aethlon Medical Inc)

Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section 13 of the Securities Exchange Act of 1934, as amended (the “1934 Act”) ), and has a class of Common Stock securities registered pursuant to Section 12(g) of the 1934 Act. Pursuant to the provisions of the 1934 Act, the Company has timely filed all reports and other materials required to be filed thereunder with the Commission during the preceding twelve months. As of the Closing Date, the Company is not and was not a “shell company” but is nor a “former shell company” as those terms are employed in Rule 144 under the 1933 Act.

Appears in 5 contracts

Samples: Subscription Agreement (Cambridge Heart Inc), Subscription Agreement (Cambridge Heart Inc), Subscription Agreement (Cambridge Heart Inc)

Reporting Company/Shell Company. The Company is a publicly-held company foreign private issuer subject to reporting obligations pursuant to Section 13 of the Securities Exchange Act of 1934, as amended (the "1934 Act") and has a class of Common Stock registered pursuant to Section 12(g) of the 1934 Act. Pursuant to the provisions of the 1934 Act, the Company has timely filed all reports and other materials required to be filed thereunder with the Commission during the preceding twelve months. As of the Closing Date, the The Company is not a “shell company” but is a “former shell company” as those terms are employed in Rule 144 under the 1933 Act.

Appears in 3 contracts

Samples: Exchange Agreement (Megawest Energy Corp.), Subscription Agreement (Megawest Energy Corp.), Subscription Agreement (Megawest Energy Corp.)

Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section 13 of the Securities Exchange Act of 1934, as amended (the “1934 Act”) ), and has a class of Common Stock securities registered pursuant to Section 12(g) of the 1934 Act. Pursuant to the provisions of the 1934 Act, the Company has timely filed all reports and other materials required to be filed thereunder with the Commission during the preceding twelve months. As of the Closing Date, the Company is not a “shell company” but is nor a “former shell company” as those terms are employed in Rule 144 under the 1933 Act.

Appears in 2 contracts

Samples: Subscription Agreement (Activecare, Inc.), Subscription Agreement (Adamis Pharmaceuticals Corp)

Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section 13 of the Securities Exchange Act of 1934, as amended (the “1934 Act”) ), and has a class of Common Stock securities registered pursuant to Section 12(g) of the 1934 Act. Pursuant to the provisions of the 1934 Act, the Company has timely filed all reports and other materials required to be filed thereunder with the Commission during the preceding twelve months. As of the Closing Date, the Company is not a “shell company” but is a “former shell company” as those terms are employed in Rule 144 under the 1933 Act.

Appears in 2 contracts

Samples: Subscription Agreement (ADVANCED MEDICAL ISOTOPE Corp), Subscription Agreement (ADVANCED MEDICAL ISOTOPE Corp)

Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section 13 of the Securities Exchange Act of 1934, as amended (the "1934 Act") and has a class of Common Stock registered pursuant to Section 12(g) of the 1934 Act. Pursuant to the provisions of the 1934 Act, the Company has timely filed all reports and other materials required to be filed thereunder with the Commission during the preceding twelve months. As of the Closing Date, the Company is not a “shell company” but is a “former shell company” as those terms are employed in Rule 144 under the 1933 Act. However, more than twelve months have elapsed since the filing of the “Form 10” information as such term is employed in Rule 144 under the 1933 Act.

Appears in 2 contracts

Samples: Subscription Agreement (Clear Skies Solar, Inc), Subscription Agreement (Clear Skies Solar, Inc)

Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section 13 of the Securities Exchange Act of 1934, as amended (the “1934 Act”) and has a class of Common Stock registered pursuant to Section 12(g) of the 1934 Act. Pursuant to the provisions of the 1934 Act, the Company has timely filed all reports and other materials required to be filed thereunder with the Commission during the preceding twelve months. As of the Closing Date, the Company is not considered a “shell company” but is a “former shell company” as those terms are employed in Rule 144 144(i) under the 1933 Act.

Appears in 1 contract

Samples: Subscription Agreement (NaturalNano , Inc.)

Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section 13 of the Securities Exchange Act of 1934, as amended (the “1934 Act”) ), and has a class of Common Stock securities registered pursuant to Section 12(g) of the 1934 Act. Pursuant to the provisions of the 1934 Act, the Company has timely filed all reports and other materials required to be filed thereunder with the Commission during the preceding twelve months. As of the Closing Date, the Company is not a “shell company” but as this term is a “former shell company” as those terms are employed in Rule 144 under the 1933 Act.

Appears in 1 contract

Samples: Subscription Agreement (Nuvel Holdings, Inc.)

Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section 13 of the Securities Exchange Act of 1934, as amended (the "1934 Act”ACT") and has a class of Common Stock registered pursuant to Section 12(g) of the 1934 Act. Pursuant to the provisions of the 1934 Act, the Company has timely filed all reports and other materials required to be filed thereunder with the Commission during the preceding twelve months. As of the Closing Date, the Company is not a "shell company" but is a "former shell company" as those terms are employed in Rule 144 under the 1933 Act.

Appears in 1 contract

Samples: Subscription Agreement (Aethlon Medical Inc)

Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section 13 of the Securities Exchange Act of 1934, as amended (the “1934 Act”) and has a class of Common Stock registered pursuant to Section 12(g) of the 1934 Act. Pursuant to the provisions of the 1934 Act, the Company has timely filed all reports and other materials required to be filed thereunder with the Commission during the preceding twelve months. As of the Closing Date, the Company is not considered a “shell company” but is a “former shell company” as those terms are employed in Rule 144 under the 1933 Act.

Appears in 1 contract

Samples: Subscription Agreement (GreenHouse Holdings, Inc.)

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Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section 13 of the Securities Exchange Act of 1934, as amended (the “1934 Act”) and has a class of Common Stock registered pursuant to Section 12(g12(b) of the 1934 Act. Pursuant to the provisions of the 1934 Act, the Company has timely filed all reports and other materials required to be filed thereunder with the Commission during the preceding twelve months. As of the Closing Date, the Company is not a “shell company” but is nor a “former shell company” as those terms are employed in Rule 144 under the 1933 Act.

Appears in 1 contract

Samples: Subscription Agreement (Medis Technologies LTD)

Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section 13 of the Securities Exchange Act of 1934, as amended (the "1934 Act") and has a class of Common Stock registered pursuant to Section 12(g) of the 1934 Act. Pursuant to the provisions of the 1934 Act, the Company has timely filed all reports and other materials required to be filed thereunder with the Commission during the preceding twelve months. As of the Closing Date, the Company is not a “shell company” but ”; it is a “former shell company” as those terms are employed in Rule 144 under the 1933 Act. However, more than twelve months have elapsed since the filing of the “Form 10” information as such terms are employed in Rule 144 under the 1933 Act.

Appears in 1 contract

Samples: Subscription Agreement (Collexis Holdings, Inc.)

Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section 13 of the Securities Exchange Act of 1934, as amended (the “1934 Act”) and has a class of Common Stock registered pursuant to Section 12(g) of the 1934 Act. Pursuant to the provisions of the 1934 Act, the Company has timely filed all reports and other materials required to be filed thereunder with the Commission during the preceding twelve months. As of the Closing Date, the Company is not a “shell company” but it is a “former shell company” as those terms are employed in Rule 144 under the 1933 Act.

Appears in 1 contract

Samples: Subscription Agreement (TrackSoft Systems, Inc.)

Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section 13 of the Securities Exchange Act of 1934, as amended (the "1934 Act") and has a class of Common Stock registered pursuant to Section 12(g) of the 1934 Act. Pursuant to the provisions of the 1934 Act, the Company has timely filed all reports and other materials required to be filed thereunder with the Commission during the preceding twelve months. As of the Closing Date, the Company is not a “shell company” but is ”; or a “former shell company” as those terms are employed in Rule 144 under the 1933 Act.

Appears in 1 contract

Samples: Subscription Agreement (Advanced Cell Technology, Inc.)

Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section 13 of the Securities Exchange Act of 1934, as amended (the “1934 Act”) and has a class of Common Stock registered pursuant to Section 12(g) of the 1934 Act. Pursuant to the provisions of the 1934 Act, the Company has timely filed all reports and other materials required to be filed thereunder with the Commission during the preceding twelve months. As of the Closing Date, the Company is not a “shell company” but is nor a “former shell company” as those terms are employed in Rule 144 under the 1933 Act.

Appears in 1 contract

Samples: Subscription Agreement (Stem Cell Innovations, Inc.)

Reporting Company/Shell Company. The Company is a publicly-held company subject to reporting obligations pursuant to Section 13 of the Securities Exchange Act of 1934, as amended (the “1934 Act”) ), and has a class of Common Stock securities registered pursuant to Section 12(g) of the 1934 Act. Pursuant to the provisions of the 1934 Act, except as set forth on Schedule 5(u), the Company has timely filed all reports and other materials required to be filed thereunder with the Commission during the preceding twelve months. As of the Closing Date, the Company is not a “shell company” but as this term is a “former shell company” as those terms are employed in Rule 144 under the 1933 Act.

Appears in 1 contract

Samples: Subscription Agreement (Nuvel Holdings, Inc.)

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