Subsequent Equity Issuances. Neither the Company nor any Subsidiary will offer, sell, issue, contract to sell, contract to issue or otherwise dispose of, directly or indirectly, any other shares of Common Stock or any Common Stock Equivalents (other than the Shares) during the term of this Agreement without the prior written consent of the Manager (i) without giving the Manager at least three Business Days’ prior written notice specifying the nature of the proposed transaction and the date of such proposed transaction and (ii) unless the Manager suspends acting under this Agreement for such period of time requested by the Company or as deemed appropriate by the Manager in light of the proposed transaction; provided, however, that the Company may issue and sell Common Stock pursuant to any employee stock option plan, stock ownership plan or dividend reinvestment plan of the Company, upon the conversion or exercise of Common Stock Equivalents outstanding at the Execution Time or pursuant to any other agreement in effect at the Execution Time or as compensation for services rendered and, with as much notice as reasonably practicable, the Company may issue Common Stock issuable upon the conversion or exercise of Common Stock Equivalents outstanding at the Execution Time.
Appears in 5 contracts
Samples: Sales Agreement (NewAge, Inc.), Market Offering Agreement (Bridgeline Digital, Inc.), Market Offering Agreement (New Age Beverages Corp)
Subsequent Equity Issuances. Neither the Company nor any Subsidiary will offer, sell, issue, contract to sell, contract to issue or otherwise dispose of, directly or indirectly, any other shares of Common Stock or any Common Stock Equivalents (other than the Shares) during the term of this Agreement without the prior written consent of the Manager (i) without giving the Manager at least three Business Days’ prior written notice specifying the nature of the proposed transaction and the date of such proposed transaction and (ii) unless the Manager suspends acting under this Agreement for such period of time requested by the Company or as deemed appropriate by the Manager in light of the proposed transaction; provided, however, that the Company may issue and sell Common Stock or Common Stock Equivalents pursuant to any employee stock option plan, stock ownership plan Equity Plan or dividend reinvestment plan of the Company, upon the conversion or exercise of Common Stock Equivalents outstanding at the Execution Time or pursuant to any other agreement Company in effect at the Execution Time or as compensation for services rendered and, with as much notice as reasonably practicable, the Company may issue Common Stock issuable upon the conversion or exercise of Common Stock Equivalents outstanding at the Execution Time or issued pursuant to any Equity Plan outstanding at the Execution Time.
Appears in 3 contracts
Samples: Market Offering Agreement (MGT Capital Investments Inc), At the Market Offering Agreement (MGT Capital Investments Inc), At the Market Offering Agreement (MGT Capital Investments Inc)
Subsequent Equity Issuances. Neither At any time that there is an active Sales Notice and until such time that such Sales Notice has been withdrawn and, if any sales were made by the Manager pursuant to such Sales Notice, such Shares have been delivered by the Company to the Manager, neither the Company nor any Subsidiary will offer, sell, issue, contract to sell, contract to issue or otherwise dispose of, directly or indirectly, any other shares of Common Stock or any Common Stock Equivalents (other than the Shares) during the term of this Agreement without the prior written consent of the Manager (not to be unreasonably withheld) (i) without giving the Manager at least three Business Days’ prior written notice specifying the nature of the proposed transaction and the date of such proposed transaction and (ii) unless the Manager suspends acting under this Agreement for such period of time requested by the Company or as deemed appropriate by the Manager in light of the proposed transaction; provided, however, that the Company may issue and sell Common Stock pursuant to any employee stock option plan, stock ownership plan or dividend reinvestment plan of the Company, upon the conversion or exercise of Common Stock Equivalents outstanding at the Execution Time or pursuant to any other agreement Company in effect at the Execution Time or as compensation for services rendered and, with as much notice as reasonably practicable, and the Company may issue Common Stock issuable upon the conversion or exercise of Common Stock Equivalents outstanding at the Execution Timeoutstanding.
Appears in 1 contract
Samples: The Market Offering Agreement (Sonoma Pharmaceuticals, Inc.)
Subsequent Equity Issuances. Neither the Company nor any Subsidiary will offer, sell, issue, contract to sell, contract to issue or otherwise dispose of, directly or indirectly, any other shares of Common Stock or any Common Stock Equivalents (other than the Shares) during the term of this Agreement without the prior written consent of the Manager (i) without giving the Manager at least three Business Days’ prior written notice specifying the nature of the proposed transaction and the date of such proposed transaction and (ii) unless the Manager suspends acting under this Agreement for such period of time requested by the Company or as deemed appropriate by the Manager in light of the proposed transaction; provided, however, that that, without the prior written consent of the Manager, the Company may (i) issue and sell Common Stock pursuant to any employee stock option equity plan, stock ownership plan or dividend reinvestment plan of the CompanyCompany in effect at the Execution Time, (ii) issue Common Stock upon the conversion or exercise of Common Stock Equivalents outstanding at the Execution Time or pursuant and (iii) issue Common Stock to any other agreement in effect at the Execution Time or employees, directors, officers, consultants and advisors as compensation for employment or services rendered and, with as much notice as reasonably practicable, in the Company may issue Common Stock issuable upon the conversion or exercise ordinary course of Common Stock Equivalents outstanding at the Execution Timebusiness.
Appears in 1 contract
Samples: Terms Agreement (U.S. Gold Corp.)
Subsequent Equity Issuances. Neither the Company nor any Subsidiary will offer, sell, issue, contract to sell, contract to issue or otherwise dispose of, directly or indirectly, any other shares of Common Stock or any Common Stock Equivalents (other than the Shares) during the term of this Agreement without the prior written consent of the Manager (i) without giving the Manager at least three Business Days’ prior written notice specifying the nature of the proposed transaction and the date of such proposed transaction and (ii) unless transaction. Upon receipt of such notice, the Manager suspends shall as soon as practicable suspend acting under this Agreement for such period of time requested by the Company or as deemed appropriate by the Manager in light of the proposed transaction; provided. Notwithstanding anything herein to the contrary, however, that the Company may issue and sell Common Stock or Common Stock Equivalents pursuant to any employee stock option incentive plan, stock ownership plan or dividend reinvestment plan of the Company, upon the conversion Company in effect or exercise of Common Stock Equivalents outstanding contemplated at the Execution Time or pursuant to any other agreement in effect at the Execution Time or as compensation for services rendered and, with as much notice as reasonably practicable, and the Company may issue Common Stock issuable upon the conversion or exercise of Common Stock Equivalents outstanding at the Execution Time.
Appears in 1 contract
Samples: Market Offering Agreement (Ocean Power Technologies, Inc.)