Common use of Certain Registration Matters Clause in Contracts

Certain Registration Matters. Assuming the accuracy of the Buyers’ representations and warranties set forth herein, no registration under the Securities Act is required for the offer and sale of the Shares and Warrants and the offer of the Warrant Shares by the Company to the Buyers under the Transaction Documents. The Company is eligible to register its Ordinary Shares for resale by the Investors under Form F-3 promulgated under the Securities Act. Except as specified in the Registration Rights Agreement, the Company has not granted or agreed to grant to any Person any rights (including “piggy-back” registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Elbit Vision Systems LTD), Securities Purchase Agreement (Elbit Vision Systems LTD)

Certain Registration Matters. Assuming the accuracy of the BuyersInvestors’ representations and warranties set forth hereinin Section 3.2(b)-(e), no registration under the Securities Act is required for the offer and sale of the Shares and Warrants and the offer of the Warrant Shares by the Company to the Buyers Investors under the Transaction Documents. The Company is eligible to register its Ordinary Shares Common Stock for resale by the Investors under Form F-3 S-3 or Form S-1 promulgated under the Securities Act. Except as specified in the Registration Rights Agreement, the The Company has not granted or agreed to grant to any Person other than the Investors pursuant to the Registration Rights Agreement any rights (including “piggy-back” registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfiedsatisfied through an effective registration statement or by waiver of such rights.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Real Goods Solar, Inc.), Securities Purchase Agreement (Real Goods Solar, Inc.)

Certain Registration Matters. Assuming the accuracy of the BuyersPurchasers’ representations and warranties set forth hereinin Section 3.2(b)-(g), no registration under the Securities Act is required for the offer and sale of the Shares and Warrants and the offer of the Warrant Shares by the Company to the Buyers Purchasers under the Transaction Documents. The Company is eligible to register the resale of its Ordinary Shares Common Stock for resale by the Investors Purchasers under Form F-3 S-3 promulgated under the Securities Act. Except as specified described in the Registration Rights AgreementSchedule 3.1(v), the Company has not granted or agreed to grant to any Person any rights (including “piggy-back” registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 2 contracts

Sources: Securities Purchase Agreement (American Technology Corp /De/), Securities Purchase Agreement (American Technology Corp /De/)

Certain Registration Matters. Assuming the accuracy of the Buyers’ Purchasers' representations and warranties set forth hereinin Section 3.2(b)-(e), no registration under the Securities Act is required for the offer and sale of the Shares and Warrants and the offer of the Warrant Shares by the Company to the Buyers Purchasers under the Transaction Documents. The Company is eligible to register the resale of its Ordinary Shares Common Stock for resale by the Investors Purchasers under Form F-3 S-3 promulgated under the Securities Act. Except as specified described in the Registration Rights AgreementSchedule 3.1(v), the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 1 contract

Sources: Securities Purchase Agreement (Factory 2 U Stores Inc)

Certain Registration Matters. Assuming the accuracy of the BuyersInvestors’ representations and warranties set forth hereinin Sections 0, no registration under the Securities Act is required for the offer and sale of the Shares and the Warrants and the offer of the Warrant Shares by the Company to the Buyers Investors under the Transaction Documents. The Company is eligible to register its Ordinary Shares Common Stock for resale by the Investors under Form F-3 S-1 promulgated under the Securities Act. Except as specified in the Registration Rights Agreement, Schedule 3.1(w) the Company has not granted or agreed to grant to any Person other than the Investors pursuant to the Registration Rights Agreement any rights (including “piggy-back” registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 1 contract

Sources: Securities Purchase Agreement (GetFugu, Inc.)

Certain Registration Matters. Assuming the accuracy of the Buyers’ Investors' representations and warranties set forth hereinin Section 3.2(b)-(e), no registration under the Securities Act is required for the offer and sale of the Shares and Warrants and the offer of the Warrant Shares by the Company to the Buyers Investors under the Transaction Documents. The Company is eligible to register the resale of its Ordinary Shares Common Stock for resale by the Investors under Form F-3 S-1 promulgated under the Securities Act. Except as specified in the Registration Rights AgreementSCHEDULE 3.1(V), the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 1 contract

Sources: Securities Purchase Agreement (Emrise CORP)

Certain Registration Matters. Assuming the accuracy of the Buyers’ Investor’s representations and warranties set forth hereinin Section 4, no registration under the Securities Act is required for the offer and sale of the Shares and Warrants and the offer of the Warrant Shares Securities by the Company to the Buyers Investor under the Transaction Documents. The Company is eligible to register its Ordinary Shares Common Stock for resale by the Investors Investor under Form F-3 S-1 promulgated under the Securities Act. Except as specified in the Registration Rights AgreementSEC Reports and except as set forth on Schedule 2(v), neither the Company nor any Subsidiary has not granted or agreed to grant to any Person any rights (including “piggy-back” registration rights) to have any securities of the Company registered with the Commission SEC or any other governmental authority that have not been satisfied.

Appears in 1 contract

Sources: Note and Warrant Purchase Agreement (Organic to Go Food CORP)

Certain Registration Matters. Assuming the accuracy of the Buyers’ Purchasers' representations and warranties set forth hereinin Section 3.2(b)-(f), no registration under the Securities Act is required for the offer and sale of the Shares and Warrants and the offer of the Warrant Shares by the Company to the Buyers under Purchasers as contemplated by the Transaction Documents. The Company is eligible to register the resale of its Ordinary Shares Common Stock for resale by the Investors Purchasers under Form F-3 S-3 promulgated under the Securities Act. Except as specified described in the Registration Rights AgreementSCHEDULE 3.1(s), the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 1 contract

Sources: Securities Purchase Agreement (American Science & Engineering Inc)

Certain Registration Matters. Assuming the accuracy of the Buyers’ Investors' representations and warranties set forth hereinin Section 3.2(b)-(e), no registration under the Securities Act is required for the offer and sale of the Shares Securities and Warrants and the offer of the Warrant Shares by the Company to the Buyers Investors under the Transaction Documents. The Company is eligible to register its Ordinary Shares Common Stock for resale by the Investors under Form F-3 S-1 promulgated under the Securities Act. Except as specified in the Registration Rights Agreement, the The Company has not granted or agreed to grant to any Person other than the Investors pursuant to the Registration Rights Agreement any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 1 contract

Sources: Securities Purchase Agreement (China Pharma Holdings, Inc.)

Certain Registration Matters. Assuming the accuracy of the Buyers’ Investors' representations and warranties set forth hereinin Section 3.2(b)-(e), no registration under the Securities Act is required for the offer and sale of the Shares and Warrants and the offer of the Warrant Shares by the Company to the Buyers Investors under the Transaction Documents. The Company is eligible to register the resale of its Ordinary Shares Common Stock for resale by the Investors under Form F-3 S-1 promulgated under the Securities Act. Except as specified in the Registration Rights AgreementSCHEDULE 3.1(V), the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied; provided, that the Investors acknowledge that the Company expects that it will grant registration rights in connection with the Pending Strategic Transaction.

Appears in 1 contract

Sources: Securities Purchase Agreement (Genius Products Inc)

Certain Registration Matters. Assuming the accuracy of the BuyersInvestors’ representations and warranties set forth hereinin Section 3.2, no registration under the Securities Act is required for the offer and sale of the Shares and Warrants Warrants, and the offer of the Warrant Shares Shares, by the Company to the Buyers Investors under the Transaction Documents. The Company is eligible to register the resale of its Ordinary Shares Common Stock for resale by the Investors under Form F-3 S-3 promulgated under the Securities Act. Except as specified described in the Registration Rights AgreementSchedule 3.1(u), the Company has not granted or agreed to grant to any Person any rights (including “piggy-back” registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 1 contract

Sources: Securities Purchase Agreement (Emerge Interactive Inc)

Certain Registration Matters. Assuming the accuracy of the Buyers’ Purchasers' representations and warranties set forth hereinin Section 3.2(b)-(g), no registration under the Securities Act is required for the offer and sale of the Shares and Warrants and the offer of the Warrant Shares Securities by the Company to the Buyers Purchasers under the Transaction Documents. The Company is eligible to register its Ordinary the resale of the Shares and the Warrant Shares for resale by the Investors Purchasers under Form F-3 SB-2 promulgated under the Securities Act. Except as specified described in the Registration Rights AgreementSchedule 3.1(r), the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 1 contract

Sources: Securities Purchase Agreement (Datalogic International Inc)

Certain Registration Matters. Assuming the accuracy of the Buyers’ Purchaser’s representations and warranties set forth hereinin Section 4 of this Agreement, no registration under the Securities Act is required for the offer and sale of the Shares and Warrants and the offer of the Warrant Shares Securities by the Company to the Buyers Purchaser under the Transaction Documents. The Company is eligible to register its Ordinary Shares Common Stock for resale by the Investors Purchaser under Form F-3 SB-2 promulgated under the Securities Act. Except as specified in Section 3.3 and except with respect to the Registration Rights AgreementPurchaser, the Company has not granted or agreed to grant to any Person any rights (including “piggy-back” registration rights) to have any securities of the Company registered with the Commission SEC or any other governmental authority that have not been satisfied.

Appears in 1 contract

Sources: Securities Purchase Agreement (Gran Tierra Energy, Inc.)

Certain Registration Matters. Assuming the accuracy of the Buyers’ Purchasers' representations and warranties set forth hereinin Section 3.2(b)-(f), no registration under the Securities Act is required for the offer and sale of the Shares and Warrants and the offer of the Warrant Shares by the Company to the Buyers under Purchasers as contemplated by the Transaction Documents. The Company is eligible to register the resale of its Ordinary Shares Common Stock for resale by the Investors Purchasers under Form F-3 S-3 promulgated under -10- the Securities Act. Except as specified described in the Registration Rights AgreementSchedule 3.1(t), the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 1 contract

Sources: Securities Purchase Agreement (Smartserv Online Inc)

Certain Registration Matters. Assuming the accuracy of the Buyers’ Purchasers' representations and warranties set forth hereinin Section 3.2(b)-(e), no registration under the Securities Act is required for the offer and sale of the Shares and Warrants and the offer of the Warrant Shares by the Company to the Buyers Purchasers under the Transaction Documents. The Company is eligible to register the resale of its Ordinary Shares Common Stock for resale by the Investors Purchasers under Form F-3 S-1 promulgated under the Securities Act. Except as specified described in the Registration Rights AgreementSchedule 3.1(u), the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 1 contract

Sources: Securities Purchase Agreement (Alfacell Corp)

Certain Registration Matters. Assuming the accuracy of the Buyers’ Purchasers' representations and warranties set forth hereinin Section 3.2(b)-(f), no registration under the Securities Act is required for the offer and sale of the Shares and Warrants and the offer of the Warrant Shares by the Company to the Buyers Purchasers under the Transaction Documents. The Company is eligible to register the resale of its Ordinary Shares Common Stock for resale by the Investors Purchasers under Form F-3 S-3 promulgated under the Securities Act. Except as specified in the Registration Rights AgreementSchedule 3.1(u), the Company has not granted or agreed to grant to any Person any rights (including "piggy-back" registration rights) to have any securities of the Company registered with the Commission or any other governmental authority that have not been satisfied.

Appears in 1 contract

Sources: Securities Purchase Agreement (Zix Corp)