Common use of Publicity Clause in Contracts

Publicity. The Company and Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 109 contracts

Samples: Equity Purchase Agreement (Soligenix, Inc.), Private Equity Credit Agreement (Mphase Technologies Inc), Equity Purchase Agreement (Nutritional High International Inc)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of the Investor without the prior written consent of such the Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Equity Line Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S- K B, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 48 contracts

Samples: Investment Agreement (Eagle Broadband Inc), Investment Agreement (Mezey Howarth Racing Stables, Inc.), Investment Agreement (Diamond Technologies Inc.)

Publicity. The Company and Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S- K B, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 42 contracts

Samples: Investment Agreement (Naturewell Inc), Investment Agreement (Litfunding Corp), Investment Agreement (Nexia Holdings Inc)

Publicity. The Company and Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be " material contracts " as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 39 contracts

Samples: Private Equity Credit Agreement (Pure Vanilla Exchange Inc), Equity Purchase Agreement (MusclePharm Corp), Equity Credit Agreement (CURAXIS PHARMACEUTICAL Corp)

Publicity. The Company and Investor the Purchaser shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor Purchaser without the prior written consent of such Investor Purchaser, except to the extent required by law . Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K , and that in which case the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status shall provide Purchaser with prior written notice of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel public disclosure.

Appears in 30 contracts

Samples: Subscription and Securities Purchase Agreement (Speedemissions Inc), Securities Purchase Agreement (Liberty Star Uranium & Metals Corp.), Exchange Agreement (Speedemissions Inc)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement statement, other than as required by law, without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of the Investor without the prior written consent of such the Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be " material contracts " ,” as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 27 contracts

Samples: Equity Purchase Agreement (US Highland, Inc.), Equity Purchase Agreement (NXChain Inc.), Equity Purchase Agreement (nFusz, Inc.)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Equity Line Transaction Documents may be deemed to be " material contracts " as that term is defined by Item 601(b)(10) of Regulation S- K B, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 24 contracts

Samples: Investment Agreement (Endonovo Therapeutics, Inc.), Investment Agreement (Bioflamex Corp), Investment Agreement (ProPhase Labs, Inc.)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement statement, other than as required by law, without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of the Investor without the prior written consent of such the Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be " material contracts " ,” as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 23 contracts

Samples: Ordinary Share Purchase Agreement (Molecular Data Inc.), Common Stock Purchase Agreement (TPT Global Tech, Inc.), Equity Purchase Agreement (RespireRx Pharmaceuticals Inc.)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, as determined solely by the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law in consultation with its counsel. The Investor acknowledges that this Agreement and all or part of the Registered Offering Transaction Documents may be deemed to be " material contracts " as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 22 contracts

Samples: Investment Agreement (ParcelPal Technology Inc.), Investment Agreement (American Cannabis Company, Inc.), Amended and Restated Investment Agreement (American Cannabis Company, Inc.)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement statement, other than as required by law, without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of the Investor without the prior written consent of such the Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts ," as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 20 contracts

Samples: Equity Purchase Agreement (NewBridge Global Ventures, Inc.), Equity Purchase Agreement (Ab International Group Corp.), Equity Purchase Agreement (Petrone Worldwide, Inc.)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of the Investor without the prior written consent of such the Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S- K B, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 18 contracts

Samples: Investment Agreement (Turbine Truck Engines Inc), Investment Agreement (Tank Sports, Inc.), Investment Agreement (Blackhawk Fund)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement statement, other than as required by law, without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of the Investor without the prior written consent of such the Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be " material contracts " ,” as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel . . ** Signature Page Follows **

Appears in 17 contracts

Samples: Equity Purchase Agreement (Nugenerex Immuno-Oncology, Inc.), Equity Purchase Agreement (Quantum Computing Inc.), Equity Purchase Agreement (FACT, Inc.)

Publicity. The Company and Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S- K B, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 16 contracts

Samples: Investment Agreement (Integrated Business Systems & Services Inc), Investment Agreement (Human Biosystems Inc), Investment Agreement (Force Protection Inc)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of the Investor without the prior written consent of such the Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Registered Offering Transaction Documents may be deemed to be " material contracts " as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 16 contracts

Samples: Investment Agreement (Clean Wind Energy Tower, Inc.), Investment Agreement (Aristocrat Group Corp.), Investment Agreement (STERLING CONSOLIDATED Corp)

Publicity. The Company and Investor shall consult with each other in issuing have the right to approve, prior to issuance or filing, any press releases release, Commission filing or otherwise making any other public statements with respect disclosure made by or on behalf of the Company relating to the Investor, its purchases hereunder or any aspect of the Transaction Documents or the transactions contemplated hereby thereby; provided, however, that except as otherwise provided in this Agreement, the Company shall be entitled, without the prior approval of the Investor, to make any press release or other public disclosure (including any filings with the Commission) with respect thereto as is required by applicable law and no party shall issue regulations (including the regulations of the Trading Market), so long as prior to making any such press release or otherwise make any other public disclosure, if reasonably practicable, the Company and its counsel shall have provided the Investor and its counsel with a reasonable opportunity to review and comment upon, and shall have consulted with the Investor and its counsel on the form and substance of, such public statement without press release or other disclosure. For the prior written consent avoidance of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing doubt, the Company shall not publicly disclose be required to submit for review any such disclosure (i) contained in periodic reports filed with the name of Investor without Commission under the prior written consent of such Exchange Act if it shall have previously provided the same disclosure for review in connection with a previous filing or (ii) any Prospectus Supplement if it contains disclosure that does not reference the Investor, except to the extent required by law. Investor acknowledges that this Agreement and all its purchases hereunder or part any aspect of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel transactions contemplated thereby.

Appears in 13 contracts

Samples: Common Stock Purchase Agreement (Microvision Inc), Common Stock Purchase Agreement (Tauriga Sciences, Inc.), Common Stock Purchase Agreement (Terra Tech Corp.)

Publicity. The Company and Investor shall consult with each other in issuing have the right to approve, prior to issuance or filing, any press releases release, Commission filing or otherwise making any other public statements with respect disclosure made by or on behalf of the Company relating to the Investor, its purchases hereunder or any aspect of this Agreement or the transactions contemplated hereby (unless the same disclosure has been previously reviewed and no party approved by the Investor); provided, however, that except as otherwise provided in this Agreement, the Company shall issue be entitled, without the prior approval of the Investor, to make any press release or other public disclosure (including any filings with the Commission) with respect thereto as is required by applicable law and regulations (including the regulations of the Trading Market), so long as prior to making any such press release or otherwise make any such other public statement without the prior written consent of the other parties disclosure, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing reasonably practicable, the Company and its counsel shall not publicly disclose have provided the name of Investor without the prior written consent of such Investor, except and its counsel with a reasonable opportunity to the extent required by law. Investor acknowledges that this Agreement review and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K comment upon, and that shall have consulted with the Company may therefore be required to file Investor and its counsel on the form and substance of, such documents as exhibits to reports press release or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel other disclosure.

Appears in 12 contracts

Samples: Common Stock Purchase Agreement (Delcath Systems Inc), Common Stock Purchase Agreement (DryShips Inc.), Common Stock Purchase Agreement (Synta Pharmaceuticals Corp)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Equity Line Transaction Documents may be deemed to be " material contracts " as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 11 contracts

Samples: Investment Agreement (Innolog Holdings Corp.), Investment Agreement (Advanced Life Sciences Holdings, Inc.), Registration Rights Agreement (Turbosonic Technologies Inc)

Publicity. The Company and Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 8 contracts

Samples: Investment Agreement (On the Go Healthcare Inc), Investment Agreement (Vital Products, Inc.), Investment Agreement (Xtreme Companies Inc)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of the Investor without the prior written consent of such the Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Transaction Documents Financing Agreements may be deemed to be " material contracts " as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 8 contracts

Samples: Investment Agreement (Rich Pharmaceuticals, Inc.), Investment Agreement (Seaniemac International, Ltd.), Investment Agreement (Balance Labs, Inc.)

Publicity. The Company and Investor Purchaser shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor Purchaser without the prior written consent of such Investor Purchaser, except to the extent required by law. Investor Purchaser acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor Purchaser further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 8 contracts

Samples: Securities Purchase Agreement (Dynagen Inc), Common Stock Purchase Agreement (Eurotech LTD), Common Stock Purchase Agreement (Interactive Technologies Com LTD)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Equity Line Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 8 contracts

Samples: Investment Agreement (Coates International LTD \De\), Investment Agreement (Global Earth Energy, Inc.), Investment Agreement (American Asset Development, Inc.)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be " material contracts " as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 7 contracts

Samples: Equity Purchase Agreement (Graphite Corp), Equity Purchase Agreement (New Media Insight Group, Inc.), Equity Purchase Agreement (Mind Solutions Inc.)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of the Investor without the prior written consent of such the Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Transaction Reserve Equity Financing Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S- K B, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 7 contracts

Samples: Reserve Equity Financing Agreement (Bloggerwave, Inc.), Reserve Equity Financing Agreement (China Wi-Max Communications, Inc.), Reserve Equity Financing Agreement (Biofield Corp \De\)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of the Investor without the prior written consent of such the Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 6 contracts

Samples: Investment Agreement (Genufood Energy Enzymes Corp.), Investment Agreement (Powerdyne International, Inc.), Investment Agreement (TransCoastal Corp)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, as determined solely by the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law in consultation with its counsel. The Investor acknowledges that this Agreement and all or part of the Registered Offering Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 6 contracts

Samples: Registration Rights Agreement (Advantego Corp), Investment Agreement (HDS International Corp.), Investment Agreement (HD View 360 Inc.)

Publicity. The Company and Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 6 contracts

Samples: Equity Purchase Agreement (Morgan Mining Corp), Investment Agreement (Virtra Systems Inc), Investment Agreement (Jacobson Resonance Enterprises Inc)

Publicity. The Company and Investor shall consult with each other in issuing any All publicity, press releases and other announcements relating to this Agreement or otherwise making public statements with respect to the transactions contemplated hereby shall be reviewed in advance by and no party shall issue any subject to the approval of both parties; except that such press release or otherwise make any such public statement without the prior written consent of the other parties, which consent review and approvals shall not be unreasonably withheld or delayed, except required for any announcement that no prior consent shall be required if such disclosure is required by law, in which such case discloses the existence of this Agreement without disclosing party shall provide the other parties with prior notice any of such public statement its material terms. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by applicable law . Investor acknowledges that , rule or regulation or in connection with filings with regulatory agencies or the offering of securities, including but not limited to the SEC, a party may file this Agreement and all or part and/or disclose the contents of this Agreement without the approval of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K other party, and provided that the Company may therefore be required other party is provided with the opportunity to file review and comment on such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor disclosure and further agrees provided that the status of such documents and materials as material contracts disclosure shall be determined solely limited to the minimum amount of information and distribution required by the Company such law, in consultation with its counsel rule, regulation or filing.

Appears in 5 contracts

Samples: Development and Marketing Agreement (Leukosite Inc), Research and Development Agreement (Leukosite Inc), Confidential Treatment (Leukosite Inc)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement statement, other than as required by law, without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of the Investor without the prior written consent of such the Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be " material contracts " ,” as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel . . [Signature Page Follows]

Appears in 4 contracts

Samples: Equity Purchase Agreement (Bravatek Solutions, Inc.), Common Stock Purchase Agreement (Investview, Inc.), Common Stock Purchase Agreement (Weyland Tech, Inc.)

Publicity. The Until this Agreement has been filed as an exhibit to a filing by the Company with the Securities and Investor Exchange Commission, neither Executive nor the Company shall consult with each other in issuing issue or cause the publication of any press releases release or otherwise making other public statements announcement with respect to this Agreement, nor disclose the transactions contemplated hereby and no party shall issue contents hereof to any such press release or otherwise make any such public statement third party, without obtaining in each case the prior written consent of the other parties parties hereto, which consent shall not be unreasonably withheld or delayed delayed where such release, except that no prior consent announcement or disclosure shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. Investor acknowledges that this Agreement and all applicable law or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel administrative regulation.

Appears in 4 contracts

Samples: Employment Agreement (Exelon Corp), Employment Agreement (Exelon Generation Co LLC), Employment Agreement (Commonwealth Edison Co)

Publicity. The Company and Investor the Purchasers shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no neither party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties other, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the The Company shall not publicly or otherwise disclose the name names of Investor any of the Purchasers without the each such Purchaser's prior written consent consent. The Purchasers and their affiliated companies shall, without further cost, have the right to use in its advertising, marketing or other similar materials all or parts of such Investor, except the Company's press releases that focus on the Transaction forming the subject matter of this Agreement or which make reference to the extent required by law Transaction. Investor acknowledges The Purchasers understand that this Agreement and all or part of grant by the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and Company only waives objections that the Company may therefore be required might have to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status use of such documents and materials as material contracts shall be determined solely by the Company, Purchasers and in consultation with its counsel no way constitutes a representation by the Company that references in such materials to the activities of third-parties have been cleared or constitute a fair use.

Appears in 4 contracts

Samples: Securities Purchase Agreement (International Isotopes Inc), Securities Purchase Agreement (Digital Courier Technologies Inc), Securities Purchase Agreement (Thermoview Industries Inc)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Equity Line Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S- K B, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 4 contracts

Samples: Investment Agreement (M Wise Inc), Investment Agreement (Platinum Studios, Inc.), Investment Agreement (San West, Inc)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of the Investor without the prior written consent of such the Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the At-the-Market Financing Transaction Documents may be deemed to be " material contracts " as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 4 contracts

Samples: Investment Agreement (Graystone Co), Investment Agreement (Stevia Nutra Corp.), Investment Agreement (Graystone Co)

Publicity. The Company and Investor the Purchasers shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no neither party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties other, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the The Company shall not publicly or otherwise disclose the name names of Investor any of the Purchasers without the each such Purchaser's prior written consent of such Investor consent. The Purchasers and their affiliated companies shall, except without further cost, have the right to use in its advertising, marketing or other similar materials, the extent required by law. Investor acknowledges that this Agreement Company's logo and trademarks and all or part parts of the Company's press releases that focus on the Transaction Documents may be deemed forming the subject matter of this Agreement or which make reference to be "material contracts" as the Transaction. The Purchasers understand that term is defined this grant by Item 601(b)(10) of Regulation S-K, and the Company only waives objections that the Company may therefore be required might have to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status use of such documents and materials as material contracts shall be determined solely by the Company, Purchasers and in consultation with its counsel no way constitutes a representation by the Company that references in such materials to the activities of third-parties have been cleared or constitute a fair use.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Uniview Technologies Corp), Securities Purchase Agreement (Healthaxis Inc), Securities Purchase Agreement (Provident American Corp)

Publicity. The Company and Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law law or the rules of a stock exchange, in which such case the disclosing party shall use commercially reasonable efforts to provide the other parties with prior notice of such public statement . Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law . Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 4 contracts

Samples: Investment Agreement (American Oriental Bioengineering Inc), Investment Agreement (American Oriental Bioengineering Inc), Investment Agreement (C 3d Digital Inc)

Publicity. The Company agrees that it will not disclose, and will not include in any public announcement, the name of the Investor without its prior consent, unless and until such disclosure is required by law or applicable regulation, and then only to the extent of such requirement. Except as may be required by law, the Company shall consult with each other in the Investor before issuing any press releases release or otherwise making any public statements with respect to the transactions contemplated hereby this Agreement and no party shall not issue any such press release or otherwise make any such public statement without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if to such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel consultation.

Appears in 4 contracts

Samples: Flexible Financing Agreement (Cygnus Inc /De/), Structured Equity Line Flexible Financin (Sciclone Pharmaceuticals Inc), Financing Agreement (Cygnus Inc /De/)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party Party shall issue any such press release or otherwise make any such public statement statement, other than as required by law, without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party Party shall provide the other parties Party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of the Investor without the prior written consent of such the Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be " material contracts " ,” as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 4 contracts

Samples: Common Stock Purchase Agreement (Propanc Biopharma, Inc.), Common Stock Purchase Agreement (Kronos Advanced Technologies Inc), Common Stock Purchase Agreement (Cannabis Global, Inc.)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Equity Line Transaction Documents may be deemed to be " material contracts " as that term is defined by Item 601(b)(10) of Regulation S-K , and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 3 contracts

Samples: Investment Agreement (Freeseas Inc.), Investment Agreement (Freeseas Inc.), Investment Agreement (Freeseas Inc.)

Publicity. The Company and Investor shall consult with each other in issuing have the right to approve, prior to issuance or filing, any press releases release, Commission filing or otherwise making any other public statements with respect disclosure made by or on behalf of the Company relating to the Investor, their purchases hereunder or any aspect of this Agreement or the transactions contemplated hereby (unless the same disclosure has been previously reviewed and no party approved by the Investor); provided, however, that except as otherwise provided in this Agreement, the Company shall issue be entitled, without the prior approval of the Investor, to make any press release or other public disclosure (including any filings with the Commission) with respect thereto as is required by applicable law and regulations (including the regulations of any Trading Market or OTC Market), so long as prior to making any such press release or otherwise make any such other public statement without the prior written consent of the other parties disclosure, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing reasonably practicable, the Company and its counsel shall not publicly disclose have provided the name of Investor without the prior written consent of such Investor, except and its counsel with a reasonable opportunity to the extent required by law. Investor acknowledges that this Agreement review and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K comment upon, and that shall have consulted with the Company may therefore be required to file Investor and its counsel on the form and substance of, such documents as exhibits to reports press release or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel other disclosure.

Appears in 3 contracts

Samples: Common Stock Purchase Agreement (Zell Credit Opportunities Side Fund, L.P.), Common Stock Purchase Agreement (Strategic Value Partners, LLC), Common Stock Purchase Agreement (Dune Energy Inc)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement statement, other than as required by law, without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be " material contracts " ,” as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 3 contracts

Samples: Equity Purchase Agreement (VPR Brands, LP.), Equity Purchase Agreement (TWO RIVERS WATER & FARMING Co), Equity Commitment Agreement (Vemanti Group, Inc.)

Publicity. The Company and Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S- K B, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel . . (L)

Appears in 3 contracts

Samples: Investment Agreement Investment Agreement (Hyperdynamics Corp), 3 Investment Agreement (Newave Inc), Investment Agreement (Jane Butel Corp)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement statement, other than as required by law, without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of the Investor without the prior written consent of such the Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts ," as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel . . [Signature Page Follows]

Appears in 3 contracts

Samples: Equity Purchase Agreement (I-on Communications Corp.), Equity Purchase Agreement (Joey New York, Inc.), Equity Purchase Agreement (Parallax Health Sciences, Inc.)

Publicity. The Company and Investor shall consult with each other --------- in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 3 contracts

Samples: Investment Agreement (Cal Bay International Inc), Investment Agreement (Diversified Product Inspections Inc), 9 Investment Agreement (Diversified Product Inspections Inc)

Publicity. The Each of the Company and the Investor agrees that they will not disclose, and will not include in any public announcement, the name of the other without its prior consent, unless and until such disclosure is required by law or applicable regulation, and then only to the extent of such requirement. Except as may be required by law, each of the Company and the Investor shall consult with each the other in before issuing any press releases release or otherwise making any public statements with respect to the transactions contemplated hereby this Agreement and no party shall not issue any such press release or otherwise make any such public statement without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if to such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel consultation.

Appears in 3 contracts

Samples: By Purchase Agreement (Axonyx Inc), Common Stock Purchase Agreement (Centura Software Corp), Stand by Purchase Agreement (Triangle Pharmaceuticals Inc)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, as determined solely by the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law in consultation with its counsel. The Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be " a “material contracts " as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 3 contracts

Samples: Investment Agreement (AmeriCann, Inc.), Investment Agreement (AmeriCann, Inc.), Investment Agreement (AmeriCann, Inc.)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement statement, other than as required by law, without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law , in which such case the disclosing party shall provide the other parties with prior notice of such public statement . Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be " material contracts " ,” as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 3 contracts

Samples: Equity Purchase Agreement (Axim Biotechnologies, Inc.), Equity Purchase Agreement (Kannalife Inc), Equity Purchase Agreement (Axim Biotechnologies, Inc.)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement statement, other than as required by law, without the prior written consent of the other parties, which consent shall not be unreasonably withheld withheld, conditioned or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of the Investor without the prior written consent of such the Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be " material contracts " ,” as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel . . ** Signature Page Follows **

Appears in 3 contracts

Samples: Equity Purchase Agreement (MGT Capital Investments, Inc.), Equity Purchase Agreement (Propanc Biopharma, Inc.), Equity Purchase Agreement (Propanc Biopharma, Inc.)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of the Investor without the prior written consent of such the Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Equity Line Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 3 contracts

Samples: Investment Agreement (Enerteck Corp), Investment Agreement (New America Energy Corp.), Investment Agreement (New America Energy Corp.)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement statement, other than as required by law, without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of the Investor without the prior written consent of such the Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be " material contracts " ,” as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 2 contracts

Samples: Equity Purchase Agreement (CLS Holdings USA, Inc.), Equity Purchase Agreement (Notis Global, Inc.)

Publicity. The Company and Investor the Investors shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement statement, other than as required by law, without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. Investor acknowledges The Investors acknowledge that this Agreement and all or part of the Transaction Documents may be deemed to be " material contracts " ,” as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor The Investors further agrees agree that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 2 contracts

Samples: Share Purchase Agreement (On Track Innovations LTD), Share Purchase Agreement (Ivy Jerry Lafe JR)

Publicity. The Company and Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S- K B, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 2 contracts

Samples: Investment Agreement (Locateplus Holdings Corp), Investment Agreement (Locateplus Holdings Corp)

Publicity. The Company and Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 2 contracts

Samples: Private Equity Credit Agreement (NCT Group Inc), Private Equity Credit Agreement (NCT Group Inc)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 2 contracts

Samples: Equity Purchase Agreement (Well Power, Inc.), Equity Purchase Agreement (Seen on Screen Tv Inc.)

Publicity. The Company and Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be " material contracts " as that term is defined by Item 601(b)(10) of Regulation S- K B, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 2 contracts

Samples: Investment Agreement (Next Inc/Tn), Investment Agreement (Cal Bay International Inc)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press peas release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of the Investor without the prior written consent of such the Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Equity Line Transaction Documents may be deemed to be "material contracts" contract” as that term is defined by Item 601(b)(10) of Regulation S 5- K 13, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 2 contracts

Samples: Investment Agreement (Sunrise Global Inc.), Investment Agreement (Greenkraft, Inc.)

Publicity. The Company and Investor Purchaser shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor Purchaser without the prior written consent of such Investor Purchaser, except to the extent required by law. Investor acknowledges The Company also agrees that it shall not issue a press release regarding the funding set forth in this Agreement until three (3) business days following the date the Company issues the Commitment Fee in an amount approved by the Purchaser in writing. It is further agreed by the parties that this Agreement shall not be enforceable or effective until such time as the Purchaser approves the form and all or part amount of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, Commitment Fee in consultation with its counsel writing.

Appears in 2 contracts

Samples: Special Private Placement (New Fuel Systems Inc.), Special Private Placement (New Fuel Systems Inc.)

Publicity. The Company and Investor shall Selling Shareholders will consult with each other the Company in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby by this Agreement and no party shall any related materials, and the Selling Shareholders will not issue any such press release or otherwise make any such public statement statement, other than as required by law, without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed Company, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall Selling Shareholder will provide the other parties Company with prior notice of such the proposed public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. Investor acknowledges The Selling Shareholders acknowledge that this Agreement and all or part of the Transaction Documents related materials may be deemed to be " a “material contracts" contract,” as that term is defined by Item 601(b)(10) of Regulation S- K, K and that the Company may therefore be required to file such documents this Agreement as exhibits an exhibit to reports or registration statements filed under with the Securities Act or the and Exchange Act Commission. Investor The Selling Stockholders further agrees agree that the status of such documents this Agreement and any related materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 2 contracts

Samples: Stock Repurchase Agreement (Surna Inc.), Preferred Stock Option Agreement (Surna Inc.)

Publicity. The Company and Investor the Purchasers shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no neither party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties other, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the The Company shall not publicly or otherwise disclose the name names of Investor any of the Purchasers without the such Purchaser's prior written consent of such Investor consent. The Purchasers and their affiliated companies shall, except without further cost, have the reasonable right to use in its advertising, marketing or other similar materials the extent required by law. Investor acknowledges that this Agreement Company's logo and trademarks and all or part parts of the Transaction Documents may be deemed Company's press releases that focus on the transaction forming the subject matter of this Agreement or which make reference to be "material contracts" as the transaction. The Purchasers understand that term is defined this grant by Item 601(b)(10) of Regulation S-K, and the Company only waives objections that the Company may therefore be required might have to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status use of such documents and materials as material contracts shall be determined solely by the Company, Purchasers and in consultation with its counsel no way constitutes a representation by the Company that references in such materials to the activities of third-parties have been cleared or constitute a fair use.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Alliance Pharmaceutical Corp), Securities Purchase Agreement (Alliance Pharmaceutical Corp)

Publicity. The Company and Investor shall consult with each other the Subscriber agree that neither of them will disclose or include in issuing any press releases or otherwise making public statements with announcement, any information in respect to of the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement herein, including, without limitation, the name of the Subscriber, without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed party hereto, except that no prior consent nothing herein shall be required if prevent or impede the right of either party to make such disclosure as is required by law or applicable regulation, to the extent that it determines in good faith, that it is legally obligated to do so; provided, however, the Company shall file with the SEC a Form 8-K pursuant to Section 5.12 herein. Except as may be required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company and the Subscriber shall not publicly disclose the name of Investor without the prior written consent of such Investor, except consult with each other before issuing any press release or otherwise making any public statements with respect to the extent required by law. Investor acknowledges that this Agreement and all shall not issue any such press release or part of the Transaction Documents may be deemed make any such public statement prior to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel consultation.

Appears in 2 contracts

Samples: Subscription Agreement (Objective Communications Inc), Subscription Agreement (Objective Communications Inc)

Publicity. The Company and Investor the Purchasers shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no neither party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties other, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the The Company shall not publicly or otherwise disclose the name names of Investor any of the Purchasers without the each such Purchaser's prior written consent of such Investor consent. The Purchasers and their affiliated companies shall, except without further cost, have the right to use in its advertising, marketing or other similar materials the extent required by law. Investor acknowledges that this Agreement Company's logo and trademarks and all or part parts of the Company's press releases that focus on the Transaction Documents may be deemed forming the subject matter of this Agreement or which make reference to be "material contracts" as the Transaction. The Purchasers understand that term is defined this grant by Item 601(b)(10) of Regulation S-K, and the Company only waives objections that the Company may therefore be required might have to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status use of such documents and materials as material contracts shall be determined solely by the Company, Purchasers and in consultation with its counsel no way constitutes a representation by the Company that references in such materials to the activities of third-parties have been cleared or constitute a fair use.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Endocare Inc), Securities Purchase Agreement (Endocare Inc)

Publicity. The Company and Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to GOVERNING LAW; MISCELLANEOUS - continued the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S- K B, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 2 contracts

Samples: Investment Agreement (12 to 20 Plus Inc), Investment Agreement (12 to 20 Plus Inc)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Registered Offering Transaction Documents may be deemed to be " material contracts " as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 2 contracts

Samples: Equity Purchase Agreement (Pazoo, Inc.), Equity Purchase Agreement (Pazoo, Inc.)

Publicity. The Company and Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be " material contracts " as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 2 contracts

Samples: Private Equity Credit Agreement (Large Scale Biology Corp), Private Equity Credit Agreement (Large Scale Biology Corp)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of the Investor without the prior written consent of such the Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Facility Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 2 contracts

Samples: Investment Agreement (China Kangtai Cactus Bio-Tech, Inc.), Investment Agreement (China Kangtai Cactus Bio-Tech, Inc.)

Publicity. The Company and Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such the Investor, except to the extent required by law. Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 2 contracts

Samples: Equity Credit Agreement (Internal Fixation Systems, Inc.), Equity Credit Agreement (ProText Mobility, Inc.)

Publicity. Purchaser shall not issue any press release or otherwise make any public statement about the transactions contemplated by this Agreement without the Company's prior written consent. The Company and Investor agrees that it shall consult with each other in issuing give Purchaser written notice of any press releases release or otherwise making other public statements statement with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement hereby. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor Purchaser without the prior written consent of such Investor Purchaser, except to the extent required by law. Investor Purchaser acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor Purchaser further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Fonix Corp), Common Stock Purchase Agreement (Fonix Corp)

Publicity. The Company and Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall not issue any such press release or otherwise make any such public statement or disclosure regarding the transaction contemplated by this Agreement without the prior written consent of the other parties, Investors (which consent shall not unreasonably be unreasonably withheld withheld, conditioned or delayed ), except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party Company shall promptly provide the other parties Investors with prior written notice of such public statement statement or disclosure. Notwithstanding the foregoing, the Company shall not publicly disclose Investors acknowledge and agree that the name terms of Investor without the prior written consent of such Investor, except to the extent required by law. Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by disclosed in the Company, in consultation with its counsel Registration Statement and this Agreement shall be filed as an exhibit thereto.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (TerraForm Power, Inc.), Common Stock Purchase Agreement (TerraForm Power, Inc.)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Equity Line Transaction Documents may be deemed to be " material contracts " as that term is defined by Item 601(b)(10) of Regulation S- K B, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel . . AURT.INVESTMENT AGREEMENT.JUNE.2013

Appears in 2 contracts

Samples: Investment Agreement (Attune RTD), Investment Agreement (Attune RTD)

Publicity. The Company and Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without Without the prior written consent of the other parties, which consent shall not be unreasonably withheld subject Buyer or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing Buyers, the Company shall will not, and will use reasonable efforts to ensure that its officers, directors, employees and agents do not publicly disclose the name of Investor any Buyer; provided, however, that the Company shall be entitled, without the prior written consent approval of any Buyer, to make any press release or other public disclosure with respect to such Investor transactions as is required by applicable law and regulations (although each Buyer shall be consulted by the Company in connection with any such press release or other public disclosure prior to its release and shall be provided with a copy thereof), except but only to the extent required by law. Investor acknowledges that this Agreement and all such law or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel regulation.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Applied Digital Solutions Inc), Securities Purchase Agreement (Cardiodynamics International Corp)

Publicity. The Company and Investor the Holders shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no neither party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties other, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the The Company shall not publicly or otherwise disclose the name names of Investor any of the Holders without the each such Holder's prior written consent of such Investor consent, except to the extent required by law law and in the initial press release with respect to the transactions contemplated hereby. Investor acknowledges The Holders and their affiliated companies shall, without further cost, have the right to use in its advertising, marketing or other similar materials all or parts of the Company's press releases that focus on the transactions forming the subject matter of this Agreement or which make reference to such transactions. The Holder understand that this Agreement and all or part of grant by the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and Company only waives objections that the Company may therefore be required might have to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status use of such documents and materials as material contracts shall be determined solely by the Company, Holders and in consultation with its counsel no way constitutes a representation by the Company that references in such materials to the activities of third-parties have been cleared or constitute a fair use.

Appears in 2 contracts

Samples: Exchange Agreement (Level 8 Systems Inc), Exchange Agreement (Healthaxis Inc)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of the Investor without the prior written consent of such the Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Equity Line Transaction Documents may be deemed to be " material contracts " as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 2 contracts

Samples: Investment Agreement (Vaccinogen Inc), Investment Agreement (Vaccinogen Inc)

Publicity. The Company and Investor Purchaser shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor Purchaser without the prior written consent of such Investor Purchaser, except to the extent required by law. Investor Purchaser acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be " material contracts " as that term is defined by Item 601(b)(10) of Regulation S- K B, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. Investor Purchaser further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 2 contracts

Samples: Investment Agreement (Probe Manufacturing Inc), Investment Agreement (Homeland Security Network, Inc.)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of the Investor without the prior written consent of such the Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Equity Line Transaction Documents may be deemed to be " material contracts " as that term is defined by Item 601(b)(10) of Regulation S- K B, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 2 contracts

Samples: Investment Agreement (Pgi Energy Fund I Series-2010,inc), Investment Agreement (Pgi Energy Fund I Series-2010,inc)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement statement, other than as required by law, without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of the Investor without the prior written consent of such the Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts ," as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel . . ** Signature Page Follows **

Appears in 2 contracts

Samples: Equity Purchase Agreement (Sphere 3D Corp), Equity Purchase Agreement (Molecular Data Inc.)

Publicity. The Each of the Company and the Investor shall consult with each other agrees that it will not disclose, and will not include in issuing any press releases or otherwise making public statements with respect to announcement, the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent name of the other parties without its prior consent, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if unless and until such disclosure is required by law law or applicable regulation, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except and then only to the extent of such requirement. Except as may be required by law . , each of the Company and the Investor acknowledges that shall not issue any press release or make any public statement with respect to this Agreement and all or part of the Transaction Documents may be deemed prior to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel the other party.

Appears in 2 contracts

Samples: Equity Line Financing Agreement (Asm International N V), Line Financing Agreement (Asm International N V)

Publicity. The Except as set forth in Schedule 7.1, prior to the effective date of the registration statement relating to the Company’s initial public offering (and except as may be required to be set forth in any registration statement filed or any prospectus delivered in connection with such offering), the Company and Investor shall consult with each other the Investors in issuing any press releases or otherwise making public statements or filings and other communications with respect to the transactions contemplated hereby hereby, and no party none of the parties shall issue any such press release or otherwise make any such public statement statement, filing or other communication without the prior written consent of the other parties, which others (such consent shall not to be unreasonably withheld or delayed withheld), except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall promptly provide the other parties with prior notice of such public statement , filing or other communication. Notwithstanding the foregoing, the Company shall not (a) prior to the effective date of the registration statement relating to the Company’s initial public offering (and except as may be required to be set forth in any registration statement filed or any prospectus delivered in connection with such offering), publicly disclose the name of any Investor or include the name of any Investor, without the prior written consent of such Investor in any other press release or public statement or filing, except to the extent the Company has received a legal opinion that such disclosure is required by law, in which case the Company shall provide such Investor with prior notice of such disclosure or (b) disclose the name of any Investor or include the name of any Investor without the prior written consent of such Investor Investor (which consent shall not be unreasonably withheld or delayed), except to the extent required by law. Investor acknowledges that this Agreement and all any third party or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status of such documents and in any materials as material contracts shall be determined solely by the Company, in consultation with its counsel prepared for any third party.

Appears in 2 contracts

Samples: Securities Purchase Agreement (WorldSpace, Inc), Royalty Agreement (WorldSpace, Inc)

Publicity. The Each of the Company and Investor the Underwriter agrees that they will not disclose, and will not include in any public announcement, the name of the other without its prior consent, unless and until such disclosure is required by law or applicable regulation, and then only to the extent of such requirement. Except as may be required by law, each of the Company and the Underwriter shall consult with each the other in before issuing any press releases release or otherwise making any public statements with respect to the transactions contemplated hereby this Agreement and no party shall not issue any such press release or otherwise make any such public statement without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if to such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel consultation.

Appears in 2 contracts

Samples: Common Stock Underwriting Agreement (Axonyx Inc), Common Stock Underwriting Agreement (Triangle Pharmaceuticals Inc)

Publicity. The Company and Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement statement, other than as required by law, without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 1 contract

Samples: Equity Purchase Agreement (Zonzia Media, Inc.)

Publicity. The Company and Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party neither the Company nor Investor shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed ; provided, except however, that no such prior consent shall be required if such disclosure is required by law Law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except statement to the extent required by law practicable. Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and acknowledge that the Company may therefore be required to file copies of this Agreement, the Investors’ Rights Agreement and the Note as exhibits to, and to include descriptions of the material terms of such documents as exhibits to and the transactions contemplated by this Agreement in, reports or registration statements filed or furnished under the Securities 1933 Act or the Exchange 1934 Act . Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel .

Appears in 1 contract

Samples: Convertible Note Purchase Agreement (SharpSpring, Inc.)

Publicity. The Company and Investor shall consult with each other the Subscriber agree that neither of them will disclose or include in issuing any press releases or otherwise making public statements with announcement, any information in respect to of the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement herein, including, without limitation, the name of the Subscriber, without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed party hereto, except that no prior consent nothing herein shall be required if prevent or impede the right of either party to make such disclosure as is required by law or applicable regulation, to the extent that it determines in good faith, that it is legally obligated to do so; provided, however, the Company shall file with the SEC a Current Report on Form 8-K pursuant to Section 5.10 herein. Except as may be required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company and the Subscriber shall not publicly disclose the name of Investor without the prior written consent of such Investor, except consult with each other before issuing any press release or otherwise making any public statements with respect to the extent required by law. Investor acknowledges that this Agreement and all shall not issue any such press release or part of the Transaction Documents may be deemed make any such public statement prior to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel consultation.

Appears in 1 contract

Samples: Subscription Agreement (Bio Plexus Inc)

Publicity. The Company and Investor Rajala shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. Investor Rajala acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor Rajala further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 1 contract

Samples: Agreement (Dynatronics Corp)

Publicity. The Company and Investor the Investors shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name names of Investor the Investors without the prior written consent of such Investor the Investors, except to the extent required by law. Investor acknowledges that this Agreement and all law or part of the Transaction Documents may be deemed in response to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K a written SEC request, and that in which case the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under shall provide the Securities Act or the Exchange Act. Investor further agrees that the status Investors with prior written notice of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel. public disclosure. Exhibits: --------- Schedule of Investors Exhibit A Escrow Agreement Exhibit B Registration Rights Agreement Exhibit C Warrant Agreement Exhibit D Instructions to Transfer Agent Exhibit E

Appears in 1 contract

Samples: Unit Purchase Agreement (Pacific Webworks Inc)

Publicity. The Company and Investor the Purchaser shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no neither party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties other, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the The Company shall not publicly or otherwise disclose the name of Investor the Purchaser without the Purchaser's prior written consent consent. The Purchaser and its affiliated companies shall, without further cost, have the right to use in its advertising, marketing or other similar materials all or parts of such Investor, except the Company’s press releases that focus on the Transaction forming the subject matter of this Agreement or which make reference to the extent required by law Transaction. Investor acknowledges The Purchaser understand that this Agreement and all or part of grant by the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and Company only waives objections that the Company may therefore be required might have to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status use of such documents and materials as material contracts shall be determined solely by the Company, Purchaser and in consultation with its counsel no way constitutes a representation by the Company that references in such materials to the activities of third-parties have been cleared or constitute a fair use.

Appears in 1 contract

Samples: Asset Purchase Agreement (VisiTrade, Inc.)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of the Investor without the prior written consent of such the Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be " material contracts " as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 1 contract

Samples: Investment Agreement (Santo Mining Corp.)

Publicity. (a) The Company has and Investor shall consult with each other in issuing any retain the right to issue press releases or otherwise making and make public statements of any nature concerning its business and operations when, in its judgment, they are determined to be in the Company's best interests and would not be in conflict with respect to applicable law; provided, however, that the transactions contemplated hereby and no party Company shall issue any such press release or otherwise make any such public statement not, without the prior written consent of the other parties, Investor (which consent shall not be unreasonably withheld withheld) make any press release or delayed public statements regarding the Investor, its relationship with the Company or the transactions contemplated by that certain Purchase Agreement (and the Related Agreements as defined therein) except that no prior consent shall be required if such disclosure is required by law that, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor may make such disclosures and filings as may be required by applicable law without the prior written consent of such Investor, except the Investor (but only to the extent required by applicable law ). The Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely provided with a copy of all press releases twenty four (24) hours prior to issuance by the Company , in consultation with its counsel .

Appears in 1 contract

Samples: Investor Rights Agreement (Planet Zanett Inc)

Publicity. The Company and Investor the Purchasers shall consult with each other --------- in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no neither party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties other, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the The Company shall not publicly or otherwise disclose the name names of Investor any of the Purchasers without the each such Purchaser's prior written consent of such Investor consent, except to the extent required by law. Investor acknowledges The Purchasers and their affiliated companies shall, without further cost, have the right to use in its advertising, marketing or other similar materials all or parts of the Company's press releases that focus on the Transaction forming the subject matter of this Agreement or which make reference to the Transaction. The Purchasers understand that this Agreement and all or part of grant by the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and Company only waives objections that the Company may therefore be required might have to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status use of such documents and materials as material contracts shall be determined solely by the Company, Purchasers and in consultation with its counsel no way constitutes a representation by the Company that references in such materials to the activities of third-parties have been cleared or constitute a fair use.

Appears in 1 contract

Samples: Securities Purchase Agreement (Level 8 Systems Inc)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement relating to this Agreement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of the Investor without the prior written consent of such the Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Equity Line Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 1 contract

Samples: Registration Rights Agreement (Kallo Inc.)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, as determined solely by the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law in consultation with its counsel. The Investor acknowledges that this Agreement and all or part of the Registered Offering Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel . . 10.12

Appears in 1 contract

Samples: Investment Agreement (eWELLNESS HEALTHCARE Corp)

Publicity. The Company and Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of the Investor without the prior written consent of such the Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be " material contracts " as that term is defined by Item 601(b)(10) of Regulation S- K B, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 1 contract

Samples: Investment Agreement (Getting Ready Corp)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law law or the applicable rules or regulations of any securities exchange or securities market, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be " material contracts " as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 1 contract

Samples: Equity Purchase Agreement (FLASR, Inc.)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of the Investor without the prior written consent of such the Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Transaction Documents this Agreement may be deemed to be " material contracts " as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 1 contract

Samples: Reserve Equity Financing Agreement (Global Earth Energy, Inc.)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by applicable law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Equity Line Transaction Documents may be deemed to be " material contracts " as that term is defined by Item 601(b)(10) of Regulation S- K B under the 1934 Act, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 1 contract

Samples: Investment Agreement (CardioGenics Holdings Inc.)

Publicity. The Company and Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel . . [-Signature page follows-]

Appears in 1 contract

Samples: Equity Purchase Agreement (Emerald Medical Applications Corp.)

Publicity. The Company and Investor the Purchasers shall consult with each --------- other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no neither party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties other, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the The Company shall not publicly or otherwise disclose the name names of Investor any of the Purchasers without the each such Purchaser's prior written consent of such Investor, except consent. Subject to the extent required by law. Investor acknowledges that this Agreement Company's review and approval, the Purchasers and their affiliated companies shall, without further cost, have the right to use in its advertising, marketing or other similar materials, the Company's logo and trademarks and all or part parts of the Company's press releases that focus on the Transaction Documents may be deemed forming the subject matter of this Agreement or which make reference to be the Transaction; provided, however, that Company approval is not required with regard to formal newspaper announcements of transactions or " material contracts tombstones." as The Purchasers understand that term is defined this grant by Item 601(b)(10) of Regulation S-K, and the Company only waives objections that the Company may therefore be required might have to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status use of such documents and materials as material contracts shall be determined solely by the Company, Purchasers and in consultation with its counsel no way constitutes a representation by the Company that references in such materials to the activities of third-parties have been cleared or constitute a fair use.

Appears in 1 contract

Samples: Securities Purchase Agreement (Satcon Technology Corp)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of the Investor without the prior written consent of such the Investor, except to the extent required by law. The Investor acknowledges that this Agreement and all or part of the Transaction Documents Financing Agreements may be deemed to be "material contracts" as that term is defined by Item 601(b)(10 60!(b)(1 0) of Regulation S-K, and that the Company may therefore be required to file fi le such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 1 contract

Samples: Investment Agreement (Rich Pharmaceuticals, Inc.)

Publicity. The Company and Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10 601(b) (10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 1 contract

Samples: Equity Purchase Agreement (Entest Biomedical, Inc.)

Publicity. The Company and the Investor shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties party, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not may publicly disclose the name of the Investor without the prior written consent of such Investor, except to the extent as it is required by law. The Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities 1933 Act or the Exchange 1934 Act. The Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel.

Appears in 1 contract

Samples: Investment Agreement (Orgenesis Inc.)

Publicity. The Company agrees that it will not disclose, and Investor will not include in any public announcement, the name or any information in respect of the transactions contemplated herein, including, without limitation, the names of the Subscriber, without the Subscriber's prior written consent, except that nothing herein shall prevent or impede the right of the Company to make such disclosure as is required by law or applicable regulation, to the extent that the Company determines in good faith that it is legally obligated to do so; provided, however, the Company shall file with the SEC Current Reports on Form 8-K pursuant to Section 5.12 herein. Except as may be required by law, the Company and the Subscriber shall consult with each other in before issuing any press releases release or otherwise making any public statements with respect to the transactions contemplated hereby this Agreement and no party shall not issue any such press release or otherwise make any such public statement without the prior written consent of the other parties, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if to such disclosure is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, the Company shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel consultation.

Appears in 1 contract

Samples: Subscription Agreement (Centura Software Corp)

Publicity. The Company and Investor shall consult with each other in issuing any press releases not use or otherwise making public statements with respect make reference to the transactions contemplated hereby and no party shall issue name of Purchaser or any such of its affiliates in any press release or otherwise make any such public statement other document without Purchaser's prior approval unless the prior written consent of the other parties, which consent shall not be unreasonably withheld use or delayed, except that no prior consent shall be required if such disclosure reference to Purchaser is required by law, in which such case the disclosing party shall provide the other parties with prior notice of such public statement. Notwithstanding the foregoing, event the Company will consult with Purchaser prior to such publication; provided, however, that no approval of or consultation with Purchaser shall not publicly disclose the name of Investor without the prior written consent of such Investor, except to the extent required by law. Investor acknowledges that this Agreement and all or part of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and that the Company may therefore be required to file such documents this agreement and the Registration Rights Agreement as exhibits an exhibit to reports or registration statements any report required to be filed under by the Company with the SEC pursuant to the Securities Exchange Act or the Exchange Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel 1934.

Appears in 1 contract

Samples: Stock Purchase Agreement (Network Event Theater Inc)

Publicity. The Company and Investor the Holders shall consult with each other --------- in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no neither party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties other, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement. Notwithstanding the foregoing, the The Company shall not publicly or otherwise disclose the name names of Investor any of the Holders without the each such Holder's prior written consent of such Investor consent, except to the extent required by law law and in the initial press release with respect to the transactions contemplated hereby. Investor acknowledges The Holders and their affiliated companies shall, without further cost, have the right to use in its advertising, marketing or other similar materials all or parts of the Company's press releases that focus on the transactions forming the subject matter of this Agreement or which make reference to such transactions. The Holder understand that this Agreement and all or part of grant by the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S-K, and Company only waives objections that the Company may therefore be required might have to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status use of such documents and materials as material contracts shall be determined solely by the Company, Holders and in consultation with its counsel no way constitutes a representation by the Company that references in such materials to the activities of third-parties have been cleared or constitute a fair use.

Appears in 1 contract

Samples: Exchange Agreement (Level 8 Systems Inc)

Publicity. The Company and Investor the Escrow Purchasers shall consult with each other in issuing any press releases or otherwise making public statements with respect to the transactions contemplated hereby and no neither party shall issue any such press release or otherwise make any such public statement without the prior written consent of the other parties other, which consent shall not be unreasonably withheld or delayed, except that no prior consent shall be required if (a) such disclosure is required by law, in which such case the disclosing party shall provide the other parties party with prior notice of such public statement statement or (b) such information is already publicly available. Notwithstanding the generality of the foregoing, the parties agree that the Company shall not publicly disclose will issue a press release at or immediately after the name Initial Closing, the contents of Investor without which, together with all documents required to be filed therewith, will be filed with the prior written consent of such Investor, except to the extent required by law. Investor acknowledges that this Agreement and all or part SEC as a current report of the Transaction Documents may be deemed to be "material contracts" as that term is defined by Item 601(b)(10) of Regulation S Company on Form 8-K, and that the Company may therefore form of which will be required agreed to file such documents as exhibits to reports or registration statements filed under the Securities Act or the Exchange Act. Investor further agrees that the status of such documents and materials as material contracts shall be determined solely by the Company, in consultation with its counsel parties at or before the issuance thereof.

Appears in 1 contract

Samples: Securities Purchase Agreement (Daleen Technologies Inc)