Common use of of Form S-3 Clause in Contracts

of Form S-3. The Registration Statement is effective under the Securities Act and no stop order preventing or suspending the effectiveness of the Registration Statement or suspending or preventing the use of the Prospectus has been issued by the Commission and no proceedings for that purpose have been instituted or, to the knowledge of the Company, are threatened by the Commission. The Company, if required by the rules and regulations of the Commission, shall file the Prospectus Supplement with the Commission pursuant to Rule 424(b). At the time the Registration Statement and any amendments thereto became effective, at the date of this Agreement and at the Closing Date, the Registration Statement and any amendments thereto conformed and will conform in all material respects to the requirements of the Securities Act and did not and will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading; and the Prospectus, and the Prospectus Supplement and any amendments or supplements thereto, at the time the Prospectus, and the Prospectus Supplement or any amendment or supplement thereto was issued and at the Closing Date, conformed and will conform in all material respects to the requirements of the Securities Act and did not and will not contain an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. All corporate action required to be taken for the authorization, issuance and sale of the Securities has been duly and validly taken. The Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Prospectus and the Prospectus Supplement.

of Form S-3. The Registration Statement is effective under the Securities Act and no stop order preventing or suspending the effectiveness of the Registration Statement or suspending or preventing the use of the Prospectus has been issued by the Commission and no proceedings for that purpose have been instituted or, to the knowledge of the Company, are threatened by the Commission. The Company, if required by the rules and regulations of the Commission, shall file the Prospectus Supplement with the Commission pursuant to Rule 424(b)) no later than one Trading Day prior to the execution and delivery of this Agreement. At the time the Registration Statement and any amendments thereto became effective, at the date of this Agreement and at the Closing Date, the Registration Statement and any amendments thereto conformed and will conform in all material respects to the requirements of the Securities Act and did not and will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading; and the Prospectus, and the Prospectus Supplement and any amendments or supplements thereto, at the time the Prospectus, and the Prospectus Supplement or any amendment or supplement thereto was issued and at the Closing Date, conformed and will conform in all material respects to the requirements of the Securities Act and did not and will not contain an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. All corporate action required to be taken for the authorization, issuance and sale of the Securities has been duly and validly taken. The Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Prospectus and the Prospectus Supplement.

of Form S-3. The Registration Statement is effective under Prospectus Supplement will name MLV as the Securities Act agent in the section entitled “Plan of Distribution.” The Company has not received, and has no stop notice of, any order of the Commission preventing or suspending the effectiveness of the Registration Statement Statement, or suspending threatening or preventing the use of the Prospectus has been issued by the Commission and no instituting proceedings for that purpose purpose. The Registration Statement and, assuming that no act or omission on the part of MLV that would make such statement untrue, the offer and sale of Placement Shares as contemplated hereby meet the requirements of Rule 415 under the Securities Act and comply in all material respects with said Rule. Any statutes, regulations, contracts or other documents that are required to be described in the Registration Statement or the Prospectus or to be filed as exhibits to the Registration Statement have been instituted or, to the knowledge so described or filed. Copies of the CompanyRegistration Statement, are threatened the Prospectus, and any such amendments or supplements and all documents incorporated by the Commission. The Company, if required by the rules and regulations of the Commission, shall file the Prospectus Supplement reference therein that were filed with the Commission pursuant on or prior to Rule 424(b). At the time the Registration Statement and any amendments thereto became effective, at the date of this Agreement have been delivered, or are available through ▇▇▇▇▇, to MLV and at its counsel. The Company has not distributed and, prior to the Closing Datelater to occur of each Settlement Date and completion of the distribution of the Placement Shares, will not distribute any offering material in connection with the offering or sale of the Placement Shares other than the Registration Statement and the Prospectus and any amendments thereto conformed and will conform in all material respects Issuer Free Writing Prospectus (as defined below) to the requirements of the Securities Act and did which MLV has consented, such consent not and will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein unreasonably withheld, conditioned or necessary to make delayed. The Common Stock is currently quoted on the statements therein not misleading; and Exchange under the Prospectus, and the Prospectus Supplement and any amendments or supplements thereto, at the time the Prospectus, and the Prospectus Supplement or any amendment or supplement thereto was issued and at the Closing Date, conformed and will conform in all material respects to the requirements of the Securities Act and did not and will not contain an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements thereintrading symbol “ECTE”. The Company has not, in the light of 12 months preceding the circumstances under which they were madedate hereof, received notice from the Exchange to the effect that the Company is not misleadingin compliance with the listing or maintenance requirements. All corporate action required The Company has no reason to believe that it will not in the foreseeable future continue to be taken for the authorization, issuance in compliance with all such listing and sale of the Securities has been duly and validly taken. The Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Prospectus and the Prospectus Supplementmaintenance requirements.

of Form S-3. The Registration Statement is effective under the Securities Act and no stop order preventing or suspending the effectiveness of the Registration Statement or suspending or preventing the use of the Prospectus has been issued by the Commission and no proceedings for that purpose have been instituted or, to the knowledge of the Company, are threatened by the Commission. The Company, if required by the rules and regulations of the Commission, shall file the Prospectus Supplement with the Commission pursuant to Rule 424(b). At the time the Registration Statement and any amendments thereto became effective, at the date of this Agreement and Agreement, at the Closing Date and on each Option Closing Date, the Registration Statement and any amendments thereto conformed and will conform in all material respects to the requirements of the Securities Act and did not and will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading; and the Prospectus, and the Prospectus Supplement and any amendments or supplements thereto, at the time the Prospectus, and the Prospectus Supplement or any amendment or supplement thereto was issued and issued, at the Closing Date and on each Option Closing Date, conformed and will conform in all material respects to the requirements of the Securities Act and did not and will not contain an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. All corporate action required The foregoing representations and warranties in this Section 3.1(g) do not apply to be taken any statements or omissions made in reliance on and in conformity with information relating to the Underwriters furnished in writing to the Company by, or on behalf of, the Underwriters through the Representative specifically for inclusion in the authorization, issuance and sale subsections of the Securities has been duly and validly taken. The Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, “Underwriting” section of the Prospectus Supplement entitled “Price Stabilization, Short Positions and Penalty Bids,” “Electronic Distribution” and “Foreign Regulatory Restrictions on Purchase of Securities Offered Hereby Generally,” or any amendment or supplement thereto (the Prospectus Supplement“Underwriters’ Information”).

of Form S-3. The Registration Statement is effective under the Securities Act and no stop order preventing or suspending the effectiveness of the Registration Statement or suspending or preventing the use of the Prospectus Supplement has been issued by the Commission and no proceedings for that purpose have been instituted or, to the knowledge of the Company, are threatened by the Commission. The Company, if required by the rules and regulations of the Commission, shall file the Prospectus Supplement with the Commission pursuant to Rule 424(b). At the time the Registration Statement and any amendments thereto became effective, at the date of this Agreement and at the Closing Date, the Registration Statement and any amendments thereto conformed and will conform in all material respects to the requirements of the Securities Act and did not and will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading; and the Prospectus, and the Prospectus Supplement and any amendments or supplements theretopreliminary prospectus related to this offering, at the time each of the Prospectus, and the Prospectus Supplement or and any amendment or preliminary prospectus supplement thereto related to this offering was issued and at the Closing Date, conformed and will conform in all material respects to the requirements of the Securities Act and did not and will not contain an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. All corporate action required to be taken for the authorization, issuance and sale of the Securities has been duly and validly taken. The Securities conform in all material respects to all statements with respect thereto contained in the Registration Statement, the Prospectus and the Prospectus Supplement.