Common use of Stock Transfer Taxes Clause in Contracts

Stock Transfer Taxes. On each Settlement Date, all material stock transfer or other taxes (other than income taxes) which are required to be paid in connection with the sale and transfer of the Placement Shares to be sold hereunder will be, or will have been, fully paid or provided for by the Company and all laws imposing such taxes will be or will have been fully complied with by the Company in all material respects. Any certificate signed by an officer of the Company and delivered to a Distribution Agent or to counsel for a Distribution Agent pursuant to or in connection with this Agreement shall be deemed to be a representation and warranty by the Company, as applicable, to the Distribution Agents as to the matters set forth therein.

Appears in 8 contracts

Samples: Aemetis, Inc, Ur-Energy Inc, Aemetis, Inc

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Stock Transfer Taxes. On each Settlement Date, all material stock transfer or other taxes (other than income taxes) which are required to be paid in connection with the sale and transfer of the Placement Shares to be sold hereunder will be, or will have been, fully paid or provided for by the Company and all laws imposing such taxes will be or will have been fully complied with by the Company in all material respectsCompany. Any certificate signed by an officer of the Company and delivered to a the Distribution Agent Agents or to counsel for a the Distribution Agent Agents pursuant to or in connection with this Agreement shall be deemed to be a representation and warranty by the Company, as applicable, to the Distribution Agents as to the matters set forth therein.

Appears in 3 contracts

Samples: Sales Agreement (HomeStreet, Inc.), Customers Bancorp, Inc., Customers Bancorp, Inc.

Stock Transfer Taxes. On each Settlement Date, all material stock transfer or other taxes (other than income taxes) which are required to be paid in connection with the sale and transfer of the Placement Shares to be sold hereunder will be, or will have been, fully paid or provided for by the Company and all laws imposing such taxes will be or will have been fully complied with by the Company in all material respects. Any certificate signed by an officer of the Company and delivered to a Distribution Agent the Agents or to counsel for a Distribution Agent the Agents pursuant to or in connection with this Agreement shall be deemed to be a representation and warranty by the Company, as applicable, to the Distribution Agents as to the matters set forth therein.

Appears in 3 contracts

Samples: GTY Technology Holdings Inc., GTY Technology Holdings Inc., Second Sight Medical Products Inc

Stock Transfer Taxes. On each Settlement Date, all material stock transfer or other taxes (other than income taxes) which are required to be paid by the Company in connection with the sale and transfer of the Placement Shares to be sold hereunder will be, or will have been, fully paid or provided for by the Company and all laws imposing such taxes will be or will have been fully complied with by the Company in all material respects. Any certificate signed by an officer of the Company and delivered to a Distribution Agent or to counsel for a Distribution Agent pursuant to or in connection with this Agreement shall be deemed to be a representation and warranty by the Company, as applicable, to the Distribution Agents as to the matters set forth therein.

Appears in 3 contracts

Samples: Spectrum Pharmaceuticals Inc, Bellerophon Therapeutics, Inc., Spectrum Pharmaceuticals Inc

Stock Transfer Taxes. On each Settlement Date, all material stock transfer or other taxes (other than income taxes) which are required to be paid in connection with the sale and transfer of the Placement Shares to be sold hereunder will be, or will have been, fully paid or provided for by the Company and all laws imposing such taxes will be or will have been fully complied with by the Company in all material respectsCompany. Any certificate signed by an officer of the Company and delivered to a the Distribution Agent or to counsel for a the Distribution Agent pursuant to or in connection with this Agreement shall be deemed to be a representation and warranty by the Company, as applicable, to the Distribution Agents Agent as to the matters set forth therein.

Appears in 2 contracts

Samples: Lakeland Bancorp Inc, Unity Bancorp Inc /Nj/

Stock Transfer Taxes. On each Settlement Date, all material stock transfer or other taxes (other than income taxes) which are required to be paid in connection with the sale and transfer of the Placement Shares to be sold hereunder will be, or will have been, fully paid or provided for by the Company and all laws imposing such taxes will be or will have been fully complied with by the Company in all material respectsCompany. Any certificate in the form of Exhibit 7(l) signed by an officer of the Company and delivered to a Distribution Agent the Agents or to counsel for a Distribution Agent the Agents pursuant to or in connection with this Agreement shall be deemed to be a representation and warranty by the Company, as applicable, to the Distribution Agents as to the matters set forth therein.

Appears in 2 contracts

Samples: Sales Agreement (Actinium Pharmaceuticals, Inc.), Original Sales Agreement (Actinium Pharmaceuticals, Inc.)

Stock Transfer Taxes. On each Settlement Date, all material stock transfer or other taxes (other than income taxes) which are required to be paid in connection with the sale and transfer of the Placement Shares to be sold hereunder will be, or will have been, fully paid or provided for by the Company and all laws imposing such taxes will be or will have been fully complied with by the Company in all material respectsrespects by the Company. Any certificate signed by an officer of the Company and delivered to a the Distribution Agent Agents or to counsel for a the Distribution Agent Agents pursuant to or in connection with this Agreement shall be deemed to be a representation and warranty by the Company, as applicable, to the Distribution Agents as to the matters set forth therein.

Appears in 1 contract

Samples: Sales Agreement (LIGHTBRIDGE Corp)

Stock Transfer Taxes. On each Settlement Date, all material stock transfer or other taxes (other than income taxes) which are required to be paid in connection with the sale and transfer of the Placement Shares to be sold hereunder will be, or will have been, fully paid or provided for by the Company and all laws imposing such taxes will be or will have been fully complied with by the Company in all material respectsrespects by the Company. Any certificate signed by an officer of the Company and delivered to a the Distribution Agent or to counsel for a the Distribution Agent pursuant to or in connection with this Agreement shall be deemed to be a representation and warranty by the Company, as applicable, to the Distribution Agents Agent as to the matters set forth therein.

Appears in 1 contract

Samples: Sales Agreement (LIGHTBRIDGE Corp)

Stock Transfer Taxes. On each Settlement Date, all material stock transfer or other taxes (other than income taxes) which are required to be paid in connection with the sale and transfer of the Placement Shares to be sold hereunder will be, or will have been, fully paid or provided for by the Company and all laws imposing such taxes will be or will have been fully complied with by the Company in all material respectswith. Any certificate signed by an officer of the Company or the Operating Partnership and delivered to a Distribution Agent the Agents or to counsel for a Distribution Agent the Agents pursuant to or in connection with this Agreement shall be deemed to be a representation and warranty by the CompanyCompany or the Operating Partnership, as applicable, to the Distribution Agents as to the matters set forth therein.

Appears in 1 contract

Samples: Management Agreement (Global Medical REIT Inc.)

Stock Transfer Taxes. On each Settlement Date, all material stock transfer or other taxes (other than income taxes) which are required to be paid in connection with the sale and transfer of the Placement Shares to be sold hereunder will be, or will have been, fully paid or provided for by the Company and all laws imposing such taxes will be or will have been fully complied with by the Company in all material respects. Any certificate duly signed by an officer of the Company and delivered to a Distribution the Agent or to counsel for a Distribution the Agent pursuant to or in connection with this Agreement shall be deemed to be a representation and warranty by the Company, as applicable, to the Distribution Agents Agent as to the matters set forth therein.

Appears in 1 contract

Samples: Tyra Biosciences, Inc.

Stock Transfer Taxes. On each Settlement Date, all material stock transfer or other taxes (other than income taxes) which are required to be paid by the Company in connection with the sale and transfer of the Placement Shares to be sold hereunder will be, or will have been, fully paid or provided for by the Company and all laws imposing such taxes will be or will have been fully complied with by the Company in all material respects. Any certificate signed by an officer of the Company and delivered to a Distribution the Agent or to counsel for a Distribution the Agent pursuant to or in connection with this Agreement shall be deemed to be a representation and warranty by the Company, as applicable, to the Distribution Agents Agent as to the matters set forth therein.

Appears in 1 contract

Samples: Sales Agreement (Creative Realities, Inc.)

Stock Transfer Taxes. On each Settlement Date, all material stock transfer or other taxes (other than income taxes) which are required to be paid in connection with the sale and transfer of the Placement Shares to be sold hereunder will be, or will have been, fully paid or provided for by the Company and all laws imposing such taxes will be or will have been fully complied with by the Company in all material respects. Any certificate signed by an officer of the Company and delivered to a Distribution an Agent or to counsel for a Distribution Agent the Agents pursuant to or in connection with this Agreement shall be deemed to be a representation and warranty by the Company, as applicable, to the Distribution Agents as to the matters set forth therein.

Appears in 1 contract

Samples: Abeona Therapeutics Inc.

Stock Transfer Taxes. On each Settlement Date, all material stock transfer or other taxes (other than income taxes) which are required to be paid in connection with the sale and transfer of the Placement Shares to be sold hereunder will be, or will have been, fully paid or provided for by the Company and all laws imposing such taxes will be or will have been fully complied with by the Company with, except in all material respectseach case for any taxes or compliance that would not reasonably be expected to have a Material Adverse Effect. Any certificate signed by an officer of the Company and delivered to a Distribution the Agent or to counsel for a Distribution the Agent pursuant to or in connection with this Agreement shall be deemed to be a representation and warranty by the Company, as applicable, to the Distribution Agents Agent as to the matters set forth therein.

Appears in 1 contract

Samples: Equity Sales Agreement (Accelerate Diagnostics, Inc)

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Stock Transfer Taxes. On each Settlement Date, all material stock transfer or other taxes (other than income taxes) which are required to be paid in connection with the sale and transfer of the Placement Shares to be sold hereunder will be, or will have been, fully paid or provided for by the Company and all laws imposing such taxes will be or will have been fully complied with by the Company in all material respects. Any certificate signed by an officer of the Company and delivered to a the Distribution Agent or to counsel for a the Distribution Agent pursuant to or in connection with this Agreement shall be deemed to be a representation and warranty by the Company, as applicable, to the Distribution Agents Agent as to the matters set forth therein.

Appears in 1 contract

Samples: Aemetis, Inc

Stock Transfer Taxes. On each Settlement Date, all material stock transfer or other taxes (other than income taxes) which are required to be paid by the Company in connection with the sale and transfer of the Placement Shares to be sold hereunder will be, or will have been, fully paid or provided for by the Company and all laws imposing such taxes will be or will have been fully complied with by the Company in all material respects. Any certificate signed by an officer of the Company and delivered to a Distribution Agent the Agents or to counsel for a Distribution Agent the Agents pursuant to or in connection with this Agreement shall be deemed to be a representation and warranty by the Company, as applicable, to the Distribution Agents each Agent as to the matters set forth therein.

Appears in 1 contract

Samples: Common Stock (NuZee, Inc.)

Stock Transfer Taxes. On each Settlement Date, all material stock transfer or other taxes (other than income taxes) which are required to be paid in connection with the sale and transfer of the Placement Shares to be sold hereunder will be, or will have been, fully paid or provided for by the Company and all laws imposing such taxes will be or will have been fully complied with by the Company in all material respectswith. Any certificate signed by an officer of the Company or the Operating Partnership and delivered to a Distribution the Agent or to counsel for a Distribution the Agent pursuant to or in connection with this Agreement shall be deemed to be a representation and warranty by the CompanyCompany or the Operating Partnership, as applicable, to the Distribution Agents Agent as to the matters set forth therein.

Appears in 1 contract

Samples: Sales Agreement (Global Medical REIT Inc.)

Stock Transfer Taxes. On each Settlement Date, all material stock transfer or other taxes (other than income taxes) which are required to be paid in connection with the sale and transfer of the Placement Shares to be sold hereunder will be, or will have been, fully paid or provided for by the Company and all laws imposing such taxes will be or will have been fully complied with by the Company in all material respects. Any certificate signed by an officer of the Company and delivered to a Distribution Agent the Agents or to counsel for a Distribution Agent the Agents pursuant to or in connection with this Agreement shall be deemed to be a representation and warranty by the Company, as applicable, to the Distribution Agents as to the matters set forth therein.

Appears in 1 contract

Samples: Sales Agreement (Acer Therapeutics Inc.)

Stock Transfer Taxes. On each Settlement Date, all material stock transfer or other taxes (other than income taxes) which are required to be paid by the Company in connection with the sale and transfer of the Placement Shares to be sold hereunder will be, or will have been, fully paid or provided for by the Company and all laws imposing such taxes will be or will have been fully complied with by the Company in all material respects. Any certificate signed by an officer of the Company and delivered to a Distribution any Agent or to counsel for a Distribution any Agent pursuant to or in connection with this Agreement shall be deemed to be a representation and warranty by the Company, as applicable, to the Distribution Agents Agent as to the matters set forth therein.

Appears in 1 contract

Samples: Meta Materials Inc.

Stock Transfer Taxes. On each Settlement Date, all material stock transfer or other taxes (other than income taxes) which are required to be paid in connection with the sale and transfer of the Placement Shares to be sold hereunder will be, or will have been, fully paid or provided for by the Company and all laws imposing such taxes will be or will have been fully complied with by the Company in all material respects. Any certificate signed by an officer of the Company and delivered to a Distribution the Agent or to counsel for a Distribution the Agent pursuant to or in connection with this Agreement shall be deemed to be a representation and warranty by the Company, as applicable, to the Distribution Agents Agent as to the matters set forth therein.

Appears in 1 contract

Samples: Rekor Systems, Inc.

Stock Transfer Taxes. On each Settlement Date, all material stock transfer or other similar transfer taxes (other than income taxes) which are required to be paid in connection with the sale and transfer of the Placement Shares to be sold hereunder will be, or will have been, fully paid or provided for by the Company and all laws imposing such taxes will be or will have been fully complied with by the Company with, except in all material respectseach case for any taxes or compliance that would not reasonably be expected to have a Material Adverse Effect. Any certificate signed by an officer of the Company and delivered to a Distribution the Agent or to counsel for a Distribution the Agent pursuant to or in connection with this Agreement shall be deemed to be a representation and warranty by the Company, as applicable, to the Distribution Agents Agent as to the matters set forth therein.

Appears in 1 contract

Samples: Onconova Therapeutics, Inc.

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