Common use of Method of Offer and Sale Clause in Contracts

Method of Offer and Sale. The Shares may be offered and sold (A) in negotiated transactions with the consent of the Company or (B) by any other method permitted by law deemed to be an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act, including block transactions, sales made directly on the Principal Market or sales made into any other existing trading market of the Common Shares. Nothing in this Agreement shall be deemed to require either party to agree to the method of offer and sale specified in the preceding sentence, and (except as specified in clause (A) above) the method of placement of any Shares by the Designated Agent shall be at the Designated Agent’s discretion.

Appears in 3 contracts

Sources: Equity Distribution Agreement (BridgeBio Pharma, Inc.), Open Market Sale Agreement (CureVac N.V.), Open Market Sale Agreement (BridgeBio Pharma, Inc.)

Method of Offer and Sale. The Shares may be offered and sold (Ai) in privately negotiated transactions with (if and only if the consent of the Company parties hereto have so agreed in writing) or (Bii) by any other method or payment permitted by law deemed to be an “at the market offeringmarketoffering as defined in Rule 415(a)(4) 415 under the Securities Act, including block transactions, sales made directly on the Principal Market or sales made into any other existing trading to or through a market of the Common Sharesmaker or through an electronic communications network. Nothing in this Agreement shall be deemed to require either party to agree to the method of offer and sale specified in the preceding sentence, and (except as specified in clause (A) above) the method of placement of any Shares by the Designated Agent shall be at the Designated Agent’s discretion.

Appears in 3 contracts

Sources: Atm Agency Agreement (India Globalization Capital, Inc.), Atm Agency Agreement (India Globalization Capital, Inc.), Atm Agency Agreement (India Globalization Capital, Inc.)

Method of Offer and Sale. The Shares may be offered and sold (A) in privately negotiated transactions, (B) as block transactions with the consent of the Company or (BC) by any other method or payment permitted by law deemed to be an “at the market offeringmarketoffering as defined in Rule 415(a)(4) 415 under the Securities Act, including block transactions, sales made directly on the Principal Market or Market, sales made into any other existing trading market of the Common Sharesor sales made to or through a market maker or through an electronic communications network. Nothing in this Agreement shall be deemed to require either party to agree to the method of offer and sale specified in the preceding sentence, and (except as specified in clause (A) above) the method of placement of any Shares by the Designated Agent shall be at the Designated Agent’s discretion.

Appears in 3 contracts

Sources: Sales Agreement (Solid Biosciences Inc.), Sales Agreement (Solid Biosciences Inc.), Sales Agreement (Solid Biosciences Inc.)

Method of Offer and Sale. The Shares may be offered and sold (A) in negotiated transactions with the consent of the Company or (B) by any other method permitted by law deemed to be an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act, including block transactions, sales made directly on the Principal Market or sales made into any other existing trading market of the Common Shares. Nothing in this Agreement shall be deemed to require either party to agree to the method of offer and sale specified in the preceding sentence, and (except as specified in clause clauses (A) and (B) above) the method of placement of any Shares by the Designated Agent shall be at the Designated Agent’s discretion.

Appears in 2 contracts

Sources: Capital on Demand Sales Agreement (Aeglea BioTherapeutics, Inc.), Capital on Demand Sales Agreement (Aeglea BioTherapeutics, Inc.)

Method of Offer and Sale. The Shares may be offered and sold (A) in privately negotiated transactions with the consent of the Company or (B) by any other method permitted by law deemed to be an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act, including block transactions, sales made directly on the Principal Market or sales made into any other existing trading market of the Common Shares. Nothing in this Agreement shall be deemed to require either party to agree to the method of offer and sale specified in the preceding sentence, and (except as specified in clause (A) above) the method of placement of any Shares by the Designated Agent shall be at the Designated Agent’s discretion.

Appears in 2 contracts

Sources: Open Market Sale Agreement (Gyre Therapeutics, Inc.), Open Market Sale Agreement (Cara Therapeutics, Inc.)

Method of Offer and Sale. The Shares may be offered and sold (A) in privately negotiated transactions with the consent of the Company (B) as block transactions or (BC) by any other method or payment permitted by law deemed to be an “at the market offeringmarketoffering as defined in Rule 415(a)(4) 415 under the Securities Act, including block transactions, sales made directly on the Principal Market or sales made into any other existing trading to or through a market of the Common Sharesmaker or through an electronic communications network. Nothing in this Agreement shall be deemed to require either party to agree to the method of offer and sale specified in the preceding sentence, and (except as specified in clause (A) above) the method of placement of any Shares by the Designated Agent shall be at the Designated Agent’s discretion.

Appears in 2 contracts

Sources: Sales Agreement (Kala Pharmaceuticals, Inc.), Sales Agreement (Kala Pharmaceuticals, Inc.)

Method of Offer and Sale. The Shares may be offered and sold (A) in negotiated transactions with the consent of the Company Company; or (B) by any other method permitted by law deemed to be an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act, including block transactionstransaction, sales made directly on the Principal Market or sales made into any other existing trading market of the Common Shares. Nothing in this Agreement shall be deemed to require either party to agree to the method of offer and sale specified in the preceding sentence, and (except as specified in clause clauses (A) and (B) above) the method of placement of any Shares by the Designated Agent shall be at the Designated Agent’s discretion.

Appears in 2 contracts

Sources: At the Market Equity Offering Sales Agreement (Vor Biopharma Inc.), Open Market Sale Agreement (Vor Biopharma Inc.)

Method of Offer and Sale. The Shares may be offered and sold (A) in negotiated transactions with the consent of the Company or (B) by any other method permitted by law deemed to be an “at the market offeringmarketoffering as defined in Rule 415(a)(4) under the Securities Act, including block transactions, sales made directly on the Principal Market or sales made into any other existing trading market of the Common Shares. Nothing in this Agreement shall be deemed to require either party to agree to the method of offer and sale specified in the preceding sentence, and (except as specified in clause (A) above) the method of placement of any Shares by the Designated Agent shall be at the Designated Agent’s discretion.

Appears in 2 contracts

Sources: Open Market Sale Agreement (Selecta Biosciences Inc), Open Market Sale Agreement (Selecta Biosciences Inc)

Method of Offer and Sale. The Shares may be offered and sold (A) in privately negotiated transactions with the consent of the Company or (B) by any other method permitted by law and deemed to be an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act, including block transactions, sales made directly on the Principal Market or sales made to or into any other existing trading market of the Common Shares. Nothing in this Agreement shall be deemed to require either party to agree to the method of offer and sale specified in the preceding sentence, and (except as specified in clause subject to clauses (A) and (B) above) the method of placement of any Shares by the Designated Agent shall be at the Designated Agent’s discretion.

Appears in 2 contracts

Sources: Open Market Sale Agreement (Assembly Biosciences, Inc.), Open Market Sale Agreement (Assembly Biosciences, Inc.)

Method of Offer and Sale. The Shares may be offered and sold (A) in negotiated transactions with the written consent of the Company or (B) by any other method permitted by law deemed to be an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act, including block transactions, sales made directly on the Principal Market or sales made into any other existing trading market of the Common Shares. Nothing in this Agreement shall be deemed to require either party to agree to the method of offer and sale specified in the preceding sentence, and (except as specified in clause (A) above) the method of placement of any Shares by the Designated Agent shall be at the Designated Agent’s discretion.

Appears in 2 contracts

Sources: Open Market Sale Agreement (Third Harmonic Bio, Inc.), Open Market Sale Agreement (Prelude Therapeutics Inc)

Method of Offer and Sale. The Shares may be offered and sold (A) in negotiated transactions with the consent of the Company Company; or (B) by any other method permitted by law deemed to be an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act, including block transactions, sales made directly on the Principal Market or sales made into any other existing trading market of the Common SharesADSs. Nothing in this Agreement shall be deemed to require either party to agree to the method of offer and sale specified in the preceding sentence, and (except as specified in clause (A) above) the method of placement of any Shares by the Designated Agent shall be at the Designated Agent’s discretion.

Appears in 2 contracts

Sources: Open Market Sale Agreement (Immunocore Holdings PLC), Open Market Sale Agreement (Autolus Therapeutics PLC)

Method of Offer and Sale. The Shares may be offered and sold (A) in negotiated transactions with the consent of the Company or (Bor(B) by any other method permitted by law deemed to be an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act, including block transactions, sales made directly on the Principal Market or sales made into any other existing trading market of the Common Shares. Nothing in this Agreement shall be deemed to require either party to agree to the method of offer and sale specified in the preceding sentence, and (except as specified in clause (A) above) the method of placement of any Shares by the Designated Agent shall be at the Designated Agent’s discretion.

Appears in 1 contract

Sources: Open Market Sale Agreement (Candel Therapeutics, Inc.)

Method of Offer and Sale. The Shares may be offered and sold (A) in privately negotiated transactions with the consent of the Company or (B) by any other method permitted by law deemed to be an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act, including block transactions, sales made directly on the Principal Market or sales made into any other existing trading market of the Common Shares. Nothing in this Agreement shall be deemed to require either party to agree to the method of offer and sale specified in the preceding sentence, and (except as specified in clause (A) above) the method of placement of any Shares by the Designated Agent shall be at the Designated Agent’s discretion.. 18

Appears in 1 contract

Sources: Open Market Sale Agreement (Pieris Pharmaceuticals, Inc.)

Method of Offer and Sale. The Shares may be offered and sold (A) in negotiated transactions with the consent of the Company Company; or (B) B by any other method permitted by law deemed to be an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act, including block transactionssales, sales made directly on the Principal Market or sales made into any other existing trading market of the Common Shares. Nothing in this Agreement shall be deemed to require either party to agree to the method of offer and sale specified in the preceding sentence, and (except as specified in clause (A) above) the method of placement of any Shares by the Designated Agent shall be at the Designated Agent’s discretion.

Appears in 1 contract

Sources: Open Market Sale Agreement (Nuvation Bio Inc.)

Method of Offer and Sale. The Shares may be offered and sold (A) in negotiated transactions with the consent of the Company or (B) by any other method permitted by law deemed to be an "at the market offering" as defined in Rule 415(a)(4) under the Securities Act, including block transactions, sales made directly on the Principal Market or sales made into any other existing trading market of the Common Shares. Nothing in this Agreement shall be deemed to require either party to agree to the method of offer and sale specified in the preceding sentence, and (except as specified in clause (A) above) the method of placement of any Shares by the Designated Agent shall be at the Designated Agent’s 's discretion.

Appears in 1 contract

Sources: Sales Agreement (ImmunoPrecise Antibodies Ltd.)

Method of Offer and Sale. The Shares may be offered and sold (A) in privately negotiated transactions with the consent of the Company or Company, (B) as block transactions or (C) by any other method permitted by law deemed to be an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act, including block transactions, sales made directly on the Principal Market or sales made into any other existing trading market of the Common Shares. Nothing in this Agreement shall be deemed to require either party to agree to the method of offer and sale specified in the preceding sentence, and (except as specified in clause (AB) above) the method of placement of any Shares by the Designated Agent shall be at the Designated Agent’s discretion.

Appears in 1 contract

Sources: Open Market Sale Agreement (Minerva Neurosciences, Inc.)

Method of Offer and Sale. The Shares may be offered and sold (A) in negotiated transactions with the consent of the Company Company, or (B) by any other method permitted by law deemed to be an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act, including block transactions, sales made directly on the Principal Market or sales made into any other existing trading market of the Common Shares. Nothing in this Agreement shall be deemed to require either party to agree to the method of offer and sale specified in the preceding sentence, and (except as specified in clause (A) above) the method of placement of any Shares by the Designated Agent shall be at the Designated Agent’s discretion.

Appears in 1 contract

Sources: Open Market Sale Agreement (Minerva Neurosciences, Inc.)

Method of Offer and Sale. The Shares may be offered and sold (A) in privately negotiated transactions with the consent of the Company Company, (B) as block transactions or (BC) by any other method or payment permitted by law deemed to be an “at the market offeringmarketoffering as defined in Rule 415(a)(4) 415 under the Securities Act, including block transactions, sales made directly on the Principal Market or sales made into any other existing trading to or through a market of the Common Sharesmaker or through an electronic communications network. Nothing in this Agreement shall be deemed to require either party to agree to the method of offer and sale specified in the preceding sentence, and (except as specified in clause (A) above) the method of placement of any Shares by the Designated Agent shall be at the Designated Agent’s discretion.

Appears in 1 contract

Sources: Open Market Sale Agreement (BioXcel Therapeutics, Inc.)

Method of Offer and Sale. The Shares may be offered and sold (A) in negotiated transactions with the consent of the Company Company; or (B) by any other method permitted by law deemed to be an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act, including block transactionssales, sales made directly on the Principal Market or sales made into any other existing trading market of the Common Shares. Nothing in this Agreement shall be deemed to require either party to agree to the method of offer and sale specified in the preceding sentence, and (except as specified in clause (A) above) the method of placement of any Shares by the Designated Agent shall be at the Designated Agent’s discretion.

Appears in 1 contract

Sources: Open Market Sale Agreement (Cytosorbents Corp)

Method of Offer and Sale. The Shares may be offered and sold (A) in privately negotiated transactions with the consent of the Company or (B) by any other method permitted by law deemed to be an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act, including block transactions, sales made directly on the Principal Market or sales made into any other existing trading market of the Common Shares. Nothing in this Agreement shall be deemed to require either party to agree to the method of offer and sale specified in the preceding sentence, and (except as specified in clause (A) above) the method of placement of any Shares by the Designated Agent shall be at the Designated Agent’s discretion.

Appears in 1 contract

Sources: Open Market Sale Agreement (Liquidia Technologies Inc)

Method of Offer and Sale. The Shares may be offered and sold (A) in negotiated transactions with the consent of the Company or (B) by any other method or payment permitted by law deemed to be an “at the market offeringmarketoffering as defined in Rule 415(a)(4) 415 under the Securities Act, including block transactions, sales made directly on the Principal Market or sales made into any other existing trading to or through a market maker or through an electronic communications network. With the consent of the Common SharesCompany, the Shares may be sold in privately negotiated transactions. Nothing Except as expressly set forth in this Agreement shall be deemed to require either party to agree to the preceding sentence and provided that the method of offer and sale specified placement is deemed to be an “at the market” offering as defined in Rule 415 under the preceding sentenceSecurities Act, and (except as specified in clause (A) above) the method of placement of any Shares by the Designated Agent shall be at the Designated Agent’s discretion.

Appears in 1 contract

Sources: Open Market Sale Agreement (Zynerba Pharmaceuticals, Inc.)

Method of Offer and Sale. The Shares may be offered and sold (A) in privately negotiated transactions, (B) as block transactions with the consent of the Company or (BC) by any other method or payment permitted by law deemed to be an “at the market offeringmarketoffering as defined in Rule 415(a)(4) 415 under the Securities Act, including block transactions, sales made directly on the Principal Market or sales made into any other existing trading to or through a market of the Common Sharesmaker or through an electronic communications network. Nothing in this Agreement shall be deemed to require either party to agree to the method of offer and sale specified in the preceding sentence, and (except as specified in clause (AD) above) the method of placement of any Shares by the Designated Agent shall be at the Designated Agent’s discretion.

Appears in 1 contract

Sources: Open Market Sale Agreement (Bellicum Pharmaceuticals, Inc)

Method of Offer and Sale. The Shares may be offered and sold (A) in negotiated transactions with the consent of the Company Company; or (B) by any other method permitted by law deemed to be an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act, including block transactions, sales made directly on the Principal Market or sales made into any other existing trading market of the Common Shares. Nothing in this Agreement shall be deemed to require either party to agree to the method of offer and sale specified in the preceding sentence, and (except as specified in clause (A) above) the method of placement of any Shares by the Designated Agent shall be at the Designated Agent’s discretion.

Appears in 1 contract

Sources: Open Market Sale Agreement (Tango Therapeutics, Inc.)

Method of Offer and Sale. The Shares may be offered and sold (A) in negotiated transactions with the consent of the Company or (B) by any other method permitted by law deemed to be an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act, including block transactions, sales made directly on the Principal Market or sales made into any other existing trading market of the Common Shares. Nothing in this Agreement shall be deemed to require either any party to agree to the method of offer and sale specified in the preceding sentence, and (except as specified in clause (A) above) the method of placement of any Shares by the Designated Agent shall be at the Designated Agent’s discretion.

Appears in 1 contract

Sources: Open Market Sale Agreement (Destiny Tech100 Inc.)

Method of Offer and Sale. The Shares may be offered and sold (Ai) in privately negotiated transactions with (if and only if the consent of the Company parties hereto have so agreed in writing) or (Bii) by any other method or payment permitted by law deemed to be an “at the market offeringmarketoffering as defined in Rule 415(a)(4) 415 under the Securities Act, including block transactions, sales made directly on the Principal Market or sales made into any other existing trading to or through a market of the Common Sharesmaker or through an electronic communications network. Nothing in this Agreement shall be deemed to require either party to agree to the method of offer and sale specified in the preceding sentence, and (except as specified in clause (A) above) the method of placement of any Shares by the Designated Agent shall be at the Designated Agent’s discretion. The parties acknowledge and agree that in effecting the “at the market” transactions under this Agreement, the Agent will make the sales on an agency basis and not take ownership of the shares sold or otherwise act on a principal basis.

Appears in 1 contract

Sources: Atm Agency Agreement (India Globalization Capital, Inc.)

Method of Offer and Sale. The Shares may be offered and sold (A) in privately negotiated transactions, (B) as block transactions with the consent of the Company or (BC) by any other method or payment permitted by law deemed to be an “at the market offeringmarketoffering as defined in Rule 415(a)(4) 415 under the Securities Act, including block transactions, sales made directly on the Principal Market or sales made into any other existing trading to or through a market of the Common Sharesmaker or through an electronic communications network. Nothing in this Agreement shall be deemed to require either party to agree to the method of offer and sale specified in the preceding sentence, and (except as specified in clause (A) above) the method of placement of any Shares by the Designated Agent shall be at the Designated Agent’s discretion.

Appears in 1 contract

Sources: Open Market Sale Agreement (Zynerba Pharmaceuticals, Inc.)

Method of Offer and Sale. The Shares may be offered and sold by (A) in negotiated transactions with the consent of the Company or (B) by any other method permitted by law deemed to be an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act, including block transactions, sales made directly on the Principal Market or sales made into any other existing trading market of the Common Shares. Nothing in this Agreement shall be deemed to require either party to agree to the method of offer and sale specified in the preceding sentence, and (except as specified in clause (A) above) the method of placement of any Shares by the Designated Agent shall be at the Designated Agent’s discretion, subject to the Company’s instructions in the Issuance Notice.

Appears in 1 contract

Sources: Open Market Sale Agreement (374Water Inc.)

Method of Offer and Sale. The Shares may be offered and sold by (A) in negotiated transactions with the consent of the Company or (B) by any other method permitted by law deemed to be an “at the market offering” as defined in Rule 415(a)(4) under the Securities Act, including block trade transactions, sales made directly on the Principal Market or sales made into any other existing trading market of the Common Shares. Nothing in this Agreement shall be deemed to require either party to agree to the method of offer and sale specified in the preceding sentence, and (except as specified in clause (A) above) the method of placement of any Shares by the Designated Agent shall be at the Designated Agent’s discretion, subject to the Company’s instructions in the Issuance Notice.

Appears in 1 contract

Sources: At the Market Issuance Sales Agreement (374Water Inc.)