Common use of Effectiveness and Events Requiring Notice to the Representative Clause in Contracts

Effectiveness and Events Requiring Notice to the Representative. The Company will notify the Representative immediately and confirm the notice in writing of (i) the effectiveness of the Registration Statement and any amendment thereto, (ii) the issuance by the Commission of any stop order or of the initiation, or the threatening, of any proceeding for that purpose, (iii) the issuance by any securities commission or regulatory authority of any proceedings for the suspension of the qualification of the Public Securities or the Representative’s Securities for offering or sale in any jurisdiction or of the initiation, of any proceeding for that purpose, (iv) the mailing and delivery to the Commission for filing of any amendment or supplement to the Registration Statement, Pricing Prospectus or the Prospectus, (v) the receipt of any comments or request for any additional information from the Commission, and (vi) the happening of any event during the period described in this Section 3.4 that, in the judgment of the Representative or the Company, makes any statement of a material fact made in the Registration Statement, the Pricing Prospectus or the Prospectus untrue or that requires the making of any changes (a) in the Registration Statement in order to make the statements therein not misleading, or (b) in the Pricing Prospectus or the Prospectus in order to make the statements therein, in light of the circumstances under which they were made, not misleading. If the Commission or any U.S. state securities commission shall enter a stop order or suspend such qualification at any time, the Company will use its best efforts to obtain promptly the lifting of such order.

Appears in 2 contracts

Sources: Underwriting Agreement (D. Medical Industries Ltd.), Underwriting Agreement (D. Medical Industries Ltd.)

Effectiveness and Events Requiring Notice to the Representative. The Company will shall use its best efforts to cause the Registration Statement to remain effective with a current prospectus for at least nine (9) months after the Applicable Time, and shall notify the Representative immediately promptly and confirm the notice in writing of writing: (i) the effectiveness of the Registration Statement and any amendment thereto, (ii) the issuance by the Commission of any stop order or of the initiation, or the threatening, of any proceeding for that purpose, ; (iiiii) of the issuance by any state securities commission or regulatory authority of any proceedings for the suspension of the qualification of the Public Securities or the Representative’s Securities for offering or sale in any jurisdiction or of the initiation, or the threatening, of any proceeding for that purpose, ; (iviii) of the mailing and delivery to the Commission for filing of any amendment or supplement to the Registration Statement, Pricing Prospectus Statement or the Prospectus, ; (viv) of the receipt of any comments or request for any additional information from the Commission, ; and (viv) of the happening of any event during the period described in this Section 3.4 3.5 that, in the judgment of the Representative or the Company, makes any statement of a material fact made in the Registration Statement, the Pricing Prospectus Disclosure Package or the Prospectus untrue or that requires the making of any changes in (a) in the Registration Statement in order to make the statements therein not misleading, or (b) in the Pricing Prospectus Disclosure Package or the Prospectus in order to make the statements therein, in light of the circumstances under which they were made, not misleading. If the Commission or any U.S. state securities commission shall enter a stop order or suspend such qualification at any time, the Company will use its best efforts shall make every reasonable effort to obtain promptly the lifting of such order.

Appears in 1 contract

Sources: Underwriting Agreement (Tonix Pharmaceuticals Holding Corp.)

Effectiveness and Events Requiring Notice to the Representative. The Company will shall use its best efforts to cause the Registration Statement to remain effective until the later of the completion by the Underwriter of the distribution of the Shares (but in no event more than 9 months after the date on which the Registration Statement shall have been declared effective) or 25 days after the date on which the Registration Statement shall have been declared effective and shall notify the Representative immediately and shall promptly confirm the notice in writing of (i) the effectiveness of the Registration Statement and any amendment thereto, (ii) the issuance by the Commission of any stop order or of the initiation, or the threatening, of any proceeding for that purpose, (iii) the issuance by any state securities commission or regulatory authority of any proceedings for the suspension of the qualification of the Public Securities or the Representative’s Securities Shares for offering or sale in any jurisdiction or of the initiation, or the threatening, of any proceeding for that purpose, (iv) the mailing and delivery to the Commission for filing of any amendment or supplement to the Registration Statement, Pricing Prospectus Statement or the Prospectus, (v) the receipt of any comments or request for any additional information from the Commission, and (vi) the happening of any event during the period described in this Section 3.4 that, in the judgment of the Representative or the Company, 4.4 hereof that makes any statement of a material fact made in the Registration Statement, the Pricing Prospectus Statement or the Prospectus untrue or that requires the making of any changes (a) in the Registration Statement in order to make the statements therein not misleading, or (b) in the Pricing Prospectus or the Prospectus in order to make the statements therein, in light of the circumstances under which they were made, not misleading. If the Commission or any U.S. state securities commission shall enter a stop order or suspend such qualification at any time, the Company will use its best efforts shall make every reasonable effort to obtain promptly the lifting of such order.

Appears in 1 contract

Sources: Underwriting Agreement (Niche Pharmaceuticals Inc)

Effectiveness and Events Requiring Notice to the Representative. The Company will shall use its reasonable best efforts to cause the Registration Statement to remain effective with a current prospectus for at least nine (9) months after the Applicable Time of the Registration Statement and through and including the expiration date of the Pre-Funded Warrants (or the date that all the Pre-Funded Warrants have been exercised, if earlier), and shall notify the Representative immediately and confirm the notice in writing of writing: (i) of the effectiveness of any amendment to the Registration Statement and any amendment thereto, Statement; (ii) of the issuance by the Commission of any stop order or of the initiation, or the threatening, of any proceeding for that purpose, ; (iii) of the issuance by any state securities commission or regulatory authority of any proceedings for the suspension of the qualification of the Public Securities or the Representative’s Securities for offering or sale in any jurisdiction or of the initiation, or the threatening, of any proceeding for that purpose, ; (iv) of the mailing and delivery to the Commission for filing of any amendment or supplement to the Registration Statement, Pricing Prospectus Statement or the Prospectus, ; (v) of the receipt of any comments or request for any additional information from the Commission, ; and (vi) of the happening of any event during the period described in this Section 3.4 3.5 that, in the judgment of the Representative or the Company, makes any statement of a material fact made in the Registration Statement, the Pricing Prospectus Disclosure Package or the Prospectus untrue or that requires the making of any changes in (a) in the Registration Statement in order to make the statements therein not misleading, or (b) in the Pricing Prospectus Disclosure Package or the Prospectus in order to make the statements therein, in light of the circumstances under which they were made, not misleading. If the Commission or any U.S. state securities commission shall enter a stop order or suspend such qualification at any time, the Company will use its best efforts shall make every reasonable effort to obtain promptly the lifting of such order.

Appears in 1 contract

Sources: Underwriting Agreement (Scorpius Holdings, Inc.)