Common use of No Conflicts Clause in Contracts

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 154 contracts

Samples: Securities Purchase Agreement (Tantech Holdings LTD), Securities Purchase Agreement (Solidion Technology Inc.), Securities Purchase Agreement (Jeffs' Brands LTD)

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No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer Buyer, or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would could not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 111 contracts

Samples: Securities Purchase Agreement (PharmaCyte Biotech, Inc.), Securities Purchase Agreement (MyMD Pharmaceuticals, Inc.), Securities Purchase Agreement (MyMD Pharmaceuticals, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer Purchaser of this Agreement and the Registration Rights Agreement and the consummation by such Buyer Purchaser of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or Purchaser, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer Purchaser is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such BuyerPurchaser, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer Purchaser to perform its obligations hereunder.

Appears in 75 contracts

Samples: Securities Purchase Agreement (Zymeworks Inc.), Form of Securities Purchase Agreement (Ribbon Communications Inc.), Securities Purchase Agreement (Liminal BioSciences Inc.)

No Conflicts. The execution, delivery and performance by such Buyer Purchaser of this Agreement and the Registration Rights Agreement and the consummation by such Buyer Purchaser of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or Purchaser, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer Purchaser is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such BuyerPurchaser, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer Purchaser to perform its obligations hereunder.

Appears in 32 contracts

Samples: Securities Purchase Agreement (Cidara Therapeutics, Inc.), Securities Purchase Agreement (Unicycive Therapeutics, Inc.), Securities Purchase Agreement (Biofrontera Inc.)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or Buyer, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 12 contracts

Samples: Securities Purchase Agreement (Wet Seal Inc), Securities Purchase Agreement (WPCS International Inc), Securities Purchase Agreement (Worlds Inc)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby the other Transaction Documents will not (i) result in a violation of the organizational documents of such Buyer or Buyer, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, party or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except except, in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 10 contracts

Samples: Securities Purchase Agreement (Terra Tech Corp.), Securities Purchase Agreement (Terra Tech Corp.), Securities Purchase Agreement (Terra Tech Corp.)

No Conflicts. The execution, delivery and performance by such Buyer the Investor of this Agreement and the Registration Rights Agreement Exchange Documents to which the Investor is a party, and the consummation by such Buyer the Investor of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer the Investor or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer the Investor is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyerthe Investor, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer the Investor to perform its obligations hereunder.

Appears in 9 contracts

Samples: And Exchange Agreement, Amendment and Exchange Agreement (Interpace Diagnostics Group, Inc.), Exchange Agreement (Interpace Diagnostics Group, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Investor Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 9 contracts

Samples: Securities Purchase Agreement (Acurx Pharmaceuticals, LLC), Securities Purchase Agreement (Dipexium Pharmaceuticals, LLC), Securities Purchase Agreement (Dipexium Pharmaceuticals, LLC)

No Conflicts. The execution, delivery and performance by such Buyer the Purchaser of this Agreement and the Registration Rights Agreement and the consummation by such Buyer the Purchaser of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or the Purchaser, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer the Purchaser is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyerthe Purchaser, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer the Purchaser to perform its obligations hereunder.

Appears in 8 contracts

Samples: Securities Purchase Agreement (CARGO Therapeutics, Inc.), Securities Purchase Agreement (Coya Therapeutics, Inc.), Securities Purchase Agreement (Annexon, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer Buyer, or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 8 contracts

Samples: Securities Purchase Agreement (PharmaCyte Biotech, Inc.), Securities Purchase Agreement (Femasys Inc), Securities Purchase Agreement (Global Technologies LTD)

No Conflicts. The execution, delivery and performance by such Buyer the Purchaser of this Agreement and the Registration Rights Agreement and the consummation by such Buyer the Purchaser of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer the Purchaser or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer the Purchaser is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyerthe Purchaser, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer the Purchaser to perform its obligations hereunder.

Appears in 8 contracts

Samples: Preferred Stock Purchase Agreement (Cyber Supply Inc.), Common Stock Purchase Agreement (Cig Wireless Corp.), Securities Purchase Agreement (Pimi Agro Cleantech, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer the Purchaser of this Agreement and the Registration Rights Agreement and the consummation by such Buyer the Purchaser of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer Purchaser or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer the Purchaser is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment judgment, or decree (including federal and state securities laws) applicable to such Buyerthe Purchaser, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have result in a material adverse effect Material Adverse Effect on the ability of such Buyer the Purchaser to perform its obligations hereunderhereunder or consummate the transactions contemplated hereby and thereby on a timely basis.

Appears in 7 contracts

Samples: Securities Purchase Agreement (SANUWAVE Health, Inc.), Securities Purchase Agreement (SANUWAVE Health, Inc.), Securities Purchase Agreement (SANUWAVE Health, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement Transaction Documents and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or Buyer, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 7 contracts

Samples: Securities Purchase Agreement, Securities Purchase Agreement (Venus Concept Inc.), Securities Purchase Agreement (Venus Concept Inc.)

No Conflicts. The execution, delivery and performance by such Buyer the Purchaser of this Agreement and the Registration Rights Agreement and the consummation by such Buyer the Purchaser of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents Constituent Documents of such Buyer or the Purchaser; (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any other Person any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer the Purchaser is a party, ; or (iii) result in a violation of any lawLaw, rule, regulation, order, judgment or decree (including federal and state securities lawsLaws) applicable to such Buyerthe Purchaser, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer the Purchaser to perform its obligations hereunderconsummate the transactions contemplated by this Agreement.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Origin Bancorp, Inc.), Securities Purchase Agreement (Origin Bancorp, Inc.), Securities Purchase Agreement (Origin Bancorp, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer the Purchaser of this Agreement and the Registration Rights Agreement and the consummation by such Buyer the Purchaser of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or the Purchaser, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer the Purchaser is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyerthe Purchaser, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer the Purchaser to perform its obligations hereunder.

Appears in 5 contracts

Samples: Securities Purchase (NetBrands Corp.), Stock Purchase Agreement (Alpine Immune Sciences, Inc.), Securities Purchase Agreement (Pressure Biosciences Inc)

No Conflicts. The execution, delivery and performance by such the Buyer of this Agreement and the Registration Rights Agreement and the consummation by such the Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer the Buyer, or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such the Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such the Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would could not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such the Buyer to perform its obligations hereunder.

Appears in 5 contracts

Samples: Securities Purchase Agreement (American Rebel Holdings Inc), Securities Purchase Agreement (American Rebel Holdings Inc), Securities Purchase Agreement (Reliance Global Group, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would could not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 5 contracts

Samples: Securities Purchase Agreement (Intercloud Systems, Inc.), Securities Purchase Agreement (Internet Media Services, Inc.), Securities Purchase Agreement (Digital Angel Corp)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement, the Security Agreement and the Registration Rights Agreement Security Documents and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer Buyer, or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would could not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 5 contracts

Samples: Omnibus Amendment (PARETEUM Corp), Securities Purchase Agreement (PARETEUM Corp), Securities Purchase Agreement (PARETEUM Corp)

No Conflicts. The execution, delivery and performance by such Buyer the Purchaser of this Agreement and the Registration Rights Agreement and the consummation by such Buyer the Purchaser of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer the Purchaser, or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer the Purchaser is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyerthe Purchaser, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would could not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer the Purchaser to perform its obligations hereunder.

Appears in 5 contracts

Samples: Securities Purchase Agreement (Taronis Technologies, Inc.), Securities Purchase Agreement (Magnegas Applied Technology Solutions, Inc.), Securities Purchase Agreement (Magnegas Applied Technology Solutions, Inc.)

No Conflicts. The execution, delivery delivery, and performance by such Buyer the Holder of this Agreement and the Registration Rights Agreement and the consummation by such Buyer the Holder of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer the Holder or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration acceleration, or cancellation of, any agreement, indenture indenture, or instrument to which such Buyer the Holder is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment judgment, or decree (including United States federal and state securities laws) applicable to such Buyerthe Holder, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights rights, or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer the Holder to perform its obligations hereunder.

Appears in 4 contracts

Samples: Exchange Agreement (Smith & Wesson Holding Corp), Exchange Agreement (Smith & Wesson Holding Corp), Exchange Agreement (Smith & Wesson Holding Corp)

No Conflicts. The execution, delivery and performance by such Buyer Purchaser of this Agreement and the Registration Rights Agreement Transaction Documents and the consummation by such Buyer Purchaser of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or Purchaser, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer Purchaser is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such BuyerPurchaser, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer Purchaser to perform its obligations hereunder.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Jaguar Health, Inc.), Securities Purchase Agreement (Jaguar Health, Inc.), Securities Purchase Agreement (Jaguar Health, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer the Warrantholder of this Agreement and the Registration Rights Agreement and the consummation by such Buyer the Warrantholder of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or the Warrantholder, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer the Warrantholder is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyerthe Warrantholder, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer the Warrantholder to perform its obligations hereunder.

Appears in 4 contracts

Samples: Exchange Agreement (Tengion Inc), Exchange Agreement (Tengion Inc), Exchange Agreement (Tengion Inc)

No Conflicts. The execution, delivery and performance by such Buyer the Purchaser of this Agreement and the Registration Rights Agreement and the consummation by such Buyer the Purchaser of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents Organizational Documents of such Buyer or the Purchaser, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer the Purchaser is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyerthe Purchaser, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer the Purchaser to perform its obligations hereunder.

Appears in 4 contracts

Samples: Securities Purchase Agreement (TDH Holdings, Inc.), Securities Purchase Agreement (Wheeler Real Estate Investment Trust, Inc.), Securities Purchase Agreement (Wheeler Real Estate Investment Trust, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement Transaction Documents to which it is a party and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or Buyer, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, party or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 4 contracts

Samples: Securities Purchase Agreement (STRATA Skin Sciences, Inc.), Securities Purchase Agreement (STRATA Skin Sciences, Inc.), Securities Purchase Agreement (STRATA Skin Sciences, Inc.)

No Conflicts. The execution, execution and delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer the Company or any of its subsidiaries or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer the Company or any of its subsidiaries is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyerthe Company or any of its subsidiaries, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer the Company to perform its obligations hereunder.

Appears in 4 contracts

Samples: Subscription Agreement (iCap Vault 1, LLC), Subscription Agreement (MONROE CAPITAL Corp), Subscription Agreement (MVC Capital, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Security Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer Buyer, or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would could not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Verb Technology Company, Inc.), Note Purchase Agreement (Workhorse Group Inc.), Securities Purchase Agreement (Workhorse Group Inc.)

No Conflicts. The execution, delivery and performance by such the Buyer of this Agreement and the Registration Rights Agreement each other Transaction Document and the consummation by such the Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such the Buyer or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such the Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such the Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such the Buyer to perform its obligations hereunder.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Medicine Man Technologies, Inc.), Securities Purchase Agreement (Medicine Man Technologies, Inc.), Securities Purchase Agreement (Medicine Man Technologies, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer Purchaser of this Agreement and the Registration Investor Rights Agreement and the consummation by such Buyer Purchaser of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or Purchaser, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any material agreement, indenture or instrument to which such Buyer Purchaser is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such BuyerPurchaser, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which that would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer Purchaser to perform its obligations hereunder.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Giga Tronics Inc), Securities Purchase Agreement (Giga Tronics Inc), Securities Purchase Agreement (Giga Tronics Inc)

No Conflicts. The execution, delivery and performance by such Buyer Purchaser of this Agreement and the Registration Rights Agreement and the consummation by such Buyer Purchaser of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer Purchaser or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer Purchaser is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment judgment, or decree (including federal and state securities laws) applicable to such BuyerPurchaser, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have result in a material adverse effect Material Adverse Effect on the ability of such Buyer Purchaser to perform its obligations hereunderhereunder or consummate the transactions contemplated hereby and thereby on a timely basis.

Appears in 4 contracts

Samples: Securities Purchase Agreement (SANUWAVE Health, Inc.), Securities Purchase Agreement (SANUWAVE Health, Inc.), Series D Preferred Stock Purchase Agreement (SANUWAVE Health, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer Purchaser of this Agreement and Agreement, the Registration Rights Agreement Transaction Documents and the consummation by such Buyer Purchaser of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer Purchaser or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer Purchaser is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such BuyerPurchaser, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer Purchaser to perform its obligations hereunderconsummate the transactions contemplated hereby.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Comera Life Sciences Holdings, Inc.), Securities Purchase Agreement (Comera Life Sciences Holdings, Inc.), Securities Purchase Agreement (Comera Life Sciences Holdings, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer the Investor of this Agreement and the Registration Rights Agreement other Exchange Documents to which the Investor is a party, and the consummation by such Buyer the Investor of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer the Investor or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer the Investor is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyerthe Investor, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer the Investor to perform its obligations hereunderhereunder or under the other Exchange Documents to which the Investor is a party.

Appears in 4 contracts

Samples: Purchase and Exchange Agreement (Chart Acquisition Corp.), Purchase and Exchange Agreement (Chart Acquisition Corp.), Purchase and Exchange Agreement (Tempus Applied Solutions Holdings, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer Purchaser of this Agreement and the Registration Rights Agreement and the consummation by such Buyer Purchaser of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer Purchaser or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer Purchaser is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such BuyerPurchaser, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer Purchaser to perform its obligations hereunder.

Appears in 3 contracts

Samples: Share Purchase Agreement (Theravance Biopharma, Inc.), Securities Purchase Agreement (Sunshine Heart, Inc.), Securities Purchase Agreement (Sunshine Heart, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 3 contracts

Samples: Securities Purchase Agreement, Securities Purchase Agreement (Quest Patent Research Corp), Investment Agreement (Benda Pharmaceutical, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Net Element, Inc.), Securities Purchase Agreement (Net Element, Inc.), Securities Purchase Agreement (Net Element, Inc.)

No Conflicts. The execution, delivery and performance by such the Buyer of this Agreement and the Registration Rights Agreement and the consummation by such the Buyer of the transactions contemplated hereby and thereby does not and will not (i) result in a violation of the organizational documents of such Buyer or the Buyer, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such the Buyer is a party, party or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such the Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such the Buyer to perform its obligations hereunderhereunder and consummate the transactions contemplated hereby.

Appears in 3 contracts

Samples: Securities Purchase, Loan and Security Agreement (Capstone Therapeutics Corp.), Securities Purchase, Loan and Security Agreement Securities Purchase, Loan and Security Agreement, Securities Purchase Agreement (Mechanical Technology Inc)

No Conflicts. The execution, delivery and performance by such Buyer the Holder of this Agreement and the Registration Rights Agreement and the consummation by such Buyer the Holder of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer the Holder or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer the Holder is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyerthe Holder, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer the Holder to perform its obligations hereunderhereunder and thereunder.

Appears in 3 contracts

Samples: Amendment Agreement (Cryptyde, Inc.), Amendment Agreement (Cryptyde, Inc.), Amendment Agreement (Vinco Ventures, Inc.)

No Conflicts. The execution, delivery and performance by such the Buyer of this Agreement and the Registration Rights Agreement and the consummation by such the Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such the Buyer or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such the Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such the Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such the Buyer to perform its obligations hereunder.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Enerpulse Technologies, Inc.), Securities Purchase Agreement (Enerpulse Technologies, Inc.), Securities Purchase Agreement (Discovery Laboratories Inc /De/)

No Conflicts. The execution, delivery and performance by such Buyer Investor of this Agreement and the Registration Rights Agreement other Transaction Documents to which it is a party and the consummation by such Buyer Investor of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational formation documents of such Buyer or Investor, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer Investor is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such BuyerInvestor, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer Investor to perform its obligations hereunder.

Appears in 2 contracts

Samples: Note and Warrant Purchase Agreement (RHO Ventures VI LP), Note and Warrant Purchase Agreement (Bluefly Inc)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement Transaction Documents to which Buyer is a party and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or Buyer, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreementContract, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any lawLaw, rule, regulation, order, judgment or decree (including federal and state securities lawsLaws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Institutional Financial Markets, Inc.), Securities Purchase Agreement (Institutional Financial Markets, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer Investor of this Agreement and the Registration Rights Agreement Transaction Documents and the consummation by such Buyer Investor of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer Investor or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer Investor is a party, or (iii) to such Investor’s knowledge, result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such BuyerInvestor, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer Investor to perform its obligations hereunder.

Appears in 2 contracts

Samples: Securities Purchase Agreement (MeiraGTx Holdings PLC), Securities Purchase Agreement (Merus N.V.)

No Conflicts. The execution, delivery and performance by such Buyer Purchaser of this Agreement and the Registration Rights Agreement and the consummation by such Buyer Purchaser of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer Purchaser or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer Purchaser is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such BuyerPurchaser, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer Purchaser to perform its obligations hereunder. The Company acknowledges and agrees that no Purchaser has made or makes any representations or warranties with respect to the transactions contemplated hereby other than those specifically set forth in this Section 3.2.

Appears in 2 contracts

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

No Conflicts. The execution, delivery and performance by such Buyer Holder of this Agreement the Transaction Documents and the Registration Rights Agreement Consent and the consummation by such Buyer Holder of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer Holder or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer Holder is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such BuyerHolder, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer Holder to perform its obligations hereunder.

Appears in 2 contracts

Samples: Exchange Agreement (Carlyle Group L.P.), Exchange Agreement (Solus Alternative Asset Management LP)

No Conflicts. The execution, delivery and performance by such Buyer the Purchaser of this Agreement and the Registration Rights Agreement and the consummation by such Buyer the Purchaser of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or the Purchaser, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer the Purchaser is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyerthe Purchaser, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer the Purchaser to perform its obligations hereunder.

Appears in 2 contracts

Samples: Share Purchase Agreement, Share Purchase Agreement (Neophotonics Corp)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement Transaction Documents to which it is a party and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or Buyer, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, party or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except except, in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would could not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Broadfin Capital, LLC), Securities Purchase Agreement (Biodelivery Sciences International Inc)

No Conflicts. The execution, delivery and performance by such Buyer the Investor of this Agreement and the Registration Rights Agreement Transaction Documents to which the Investor is a party and the consummation by such Buyer the Investor of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer the Investor or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any material agreement, indenture or instrument to which such Buyer the Investor is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyerthe Investor, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer the Investor to perform its obligations hereunder.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Javo Beverage Co Inc), Securities Purchase Agreement (Javo Beverage Co Inc)

No Conflicts. The execution, delivery and performance by such Buyer Purchaser of this Agreement and the Registration Rights Agreement and the consummation by such Buyer Purchaser of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or Purchaser, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any material agreement, indenture or instrument to which such Buyer Purchaser is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such BuyerPurchaser, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which that would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer Purchaser to perform its obligations hereunder.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Giga Tronics Inc), Securities Purchase Agreement (Giga Tronics Inc)

No Conflicts. The execution, delivery delivery, and performance by such Buyer of this Agreement and the Registration Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or Buyer, (ii) conflict with, or constitute a default (or an event which that with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration acceleration, or cancellation of, any agreement, indenture indenture, or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment judgment, or decree (including federal and state securities laws) applicable to such Buyer, except except, in the case of clauses (ii) and (iii) ), above, for such conflicts, defaults, rights rights, or violations which would could not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Kona Gold Beverage, Inc.), Securities Purchase Agreement (Kona Gold Beverage, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement Transaction Documents to which it is a party and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 2 contracts

Samples: Securities Purchase Agreement (NPS Pharmaceuticals Inc), Securities Purchase Agreement (Viewpoint Corp)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or Buyer; (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would could not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 2 contracts

Samples: Subscription Agreement (PV Nano Cell, Ltd.), Securities Purchase Agreement (PV Nano Cell, Ltd.)

No Conflicts. The execution, delivery and performance by such Buyer Claimant of this Agreement and the Registration Rights Agreement and the consummation by such Buyer Claimant of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or Claimant, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer Claimant is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such BuyerClaimant, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer Claimant to perform its obligations hereunder.

Appears in 2 contracts

Samples: Mutual Release Agreement (Sagebrush Gold Ltd.), Exchange Agreement (RADIENT PHARMACEUTICALS Corp)

No Conflicts. The execution, delivery and performance by such Buyer the Investor of this Agreement and the Registration Rights Agreement other Transaction Documents to which the Investor is a party and the consummation by such Buyer the Investor of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer the Investor or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer the Investor is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyerthe Investor, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer the Investor to perform its obligations hereunder.

Appears in 2 contracts

Samples: Senior Secured Convertible Note and Warrant Purchase Agreement (Zap), Securities Purchase Agreement (Zap)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement other Transaction Documents to which such Buyer is a party and the consummation by such Buyer of the transactions contemplated hereby and thereby Transactions will not (i) result in a violation of the organizational documents Governing Documents of such Buyer or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) Requirement of Law applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, for such defaults, rights terminations, amendments, accelerations, cancellations, or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the Transactions or the authority or ability of such Buyer to perform its obligations hereunderunder the Transaction Documents.

Appears in 2 contracts

Samples: Subordination Agreement (Tontine Capital Partners L P), Agreement and the Rights And (Patrick Industries Inc)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Put Option Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Msgi Security Solutions, Inc), Securities Purchase Agreement (Msgi Security Solutions, Inc)

No Conflicts. The execution, delivery and performance by such Buyer Investor of this Agreement and the Registration Rights Agreement Transaction Documents to which such Investor is a party and the consummation by such Buyer Investor of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer Investor or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer Investor is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such BuyerInvestor, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer Investor to perform its obligations hereunder.

Appears in 2 contracts

Samples: Investment Agreement (CRISPR Therapeutics AG), Securities Purchase Agreement (Monte Rosa Therapeutics, Inc.)

No Conflicts. The execution, delivery and performance by such the Buyer of this Agreement and the Registration Rights Agreement other Transaction Documents and the consummation by such the Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational or constitutional documents of such Buyer or the Buyer, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such the Buyer is a party, party or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such the Buyer, except except, in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such the Buyer to perform its obligations hereunderconsummate the transactions contemplated hereby and thereby.

Appears in 2 contracts

Samples: Securities Purchase Agreement (OVERSTOCK.COM, Inc), Securities Purchase Agreement (OVERSTOCK.COM, Inc)

No Conflicts. The execution, delivery and performance by such Buyer Purchaser of this Agreement and the Resale Registration Rights Agreement and the consummation by such Buyer Purchaser of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer Purchaser or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any material agreement, indenture or instrument to which such Buyer Purchaser is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such BuyerPurchaser, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer Purchaser to perform its obligations hereunder.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Guided Therapeutics Inc), Securities Purchase Agreement (Guided Therapeutics Inc)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or Buyer; (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, ; or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would could not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 1 contract

Samples: Securities Purchase Agreement (Presto Automation Inc.)

No Conflicts. The execution, delivery and performance by such Buyer Purchaser of this Agreement and the Registration Rights Agreement Transaction Documents and the consummation by such Buyer Purchaser of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or Purchaser; (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer Purchaser is a party, ; or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such BuyerPurchaser, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer Purchaser to perform its obligations hereunder.

Appears in 1 contract

Samples: Share Purchase Agreement (Youngevity International, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement Transaction Documents and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer Buyer, or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would could not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 1 contract

Samples: Senior Secured Note Purchase Agreement (Berenson Acquisition Corp. I)

No Conflicts. The execution, delivery delivery, and performance by such Buyer of this Agreement and the Registration Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture indenture, or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment judgment, or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 1 contract

Samples: Securities Purchase Agreement (Smith & Wesson Holding Corp)

No Conflicts. The execution, delivery and performance of the Transaction Documents by such Buyer of this Agreement and the Registration Rights Agreement Purchaser and the consummation by such Buyer Purchaser of the transactions contemplated hereby and thereby Transactions will not (ia) result in a violation of the organizational documents Purchaser's Certificate of such Buyer Incorporation or By-laws, (iib) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any material agreement, indenture or instrument to which such Buyer Purchaser is a party, or (iiic) result in a violation of any law, rule, regulation, by-law, directive, order, judgment or decree (including federal federal, state, provincial and state municipal securities lawslaws and regulations) applicable to such BuyerPurchaser or by which any of its property or assets is bound or affected, except in to the case of extent that matters within clauses (iib) and (iiic) above, for such conflicts, defaults, rights or violations which immediately above would not, individually or in the aggregate, reasonably be expected to not have a material adverse effect on the business properties, assets, operations, liabilities, financial condition or prospects of Purchaser, or the ability of such Buyer Purchaser to perform its obligations hereunderthis Agreement and the other Transaction Documents.

Appears in 1 contract

Samples: Agreement and Plan of Share Exchange (Wall Street Strategies Corp)

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No Conflicts. The execution, delivery and performance by such Buyer the Investor of this Agreement and the Registration Rights Agreement other Transaction Documents to which the Investor is a party and the consummation by such Buyer the Investor of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer the Investor or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer the Investor is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyerthe Investor, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer the Investor to perform its obligations hereunder.. Covenants

Appears in 1 contract

Samples: Securities Purchase Agreement (Zap)

No Conflicts. The execution, delivery and performance by such Buyer Xxxx of this Agreement and the Registration Rights Agreement Transaction Documents to which it is a party and the consummation by such Buyer Xxxx of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer Xxxx or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer Xxxx is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such BuyerXxxx, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer Xxxx to perform its obligations hereunder.

Appears in 1 contract

Samples: Investment Agreement (China-Biotics, Inc)

No Conflicts. The execution, delivery and performance by such Buyer the Investor of this Agreement and the Registration Rights Agreement Transaction Documents to which the Investor is a party and the consummation by such Buyer the Investor of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or the Investor, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer the Investor is a party, party or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyerthe Investor, except except, in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would could not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer the Investor to perform its obligations hereunderhereunder and thereunder.

Appears in 1 contract

Samples: Equity Purchase Agreement (Niocorp Developments LTD)

No Conflicts. The execution, delivery and performance by such the Buyer of this Agreement and the Registration Rights Agreement and the consummation by such the Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or the Buyer, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such the Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such the Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such the Buyer to perform its obligations hereunder.

Appears in 1 contract

Samples: Backstop Agreement (CorMedix Inc.)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any material agreement, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 1 contract

Samples: Securities Purchase Agreement (Power Medical Interventions, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect Material Adverse Effect (as defined below) on the ability of such Buyer to perform its obligations hereunder.

Appears in 1 contract

Samples: Securities Purchase Agreement (AFG Enterprises USA, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer the Purchaser of this Agreement and the Registration Rights Agreement and the consummation by such Buyer the Purchaser of the transactions contemplated hereby and thereby thereby, will not not: (i) result in a violation of the organizational documents of such Buyer or the Purchaser; (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer the Purchaser is a party, ; or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyerthe Purchaser, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect Material Adverse Effect on the ability of such Buyer the Purchaser to perform its obligations hereunder.

Appears in 1 contract

Samples: Stock Purchase Agreement (Petco Health & Wellness Company, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer Purchaser of this Agreement and the Registration Rights Agreement and the consummation by such Buyer Purchaser of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or Purchaser, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any material agreement, indenture or instrument to which such Buyer Purchaser is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such BuyerPurchaser, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer Purchaser to perform its obligations hereunder.

Appears in 1 contract

Samples: Securities Purchase Agreement (Giga Tronics Inc)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder. Notwithstanding the foregoing, such Buyer does not make any representation or warranty with respect to any laws, rules or regulations relating to marijuana.

Appears in 1 contract

Samples: Securities Purchase Agreement (Advanced Cannabis Solutions, Inc.)

No Conflicts. The execution, delivery and performance by such the Buyer of this Agreement and the Registration Rights Agreement Transaction Documents to which it is a party and the consummation by such the Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or the Buyer, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such the Buyer is a party, party or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such the Buyer, except except, in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would could not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such the Buyer to perform its obligations hereunderunder the Transaction Documents to which it is a party.

Appears in 1 contract

Samples: Securities Purchase Agreement (VinFast Auto Ltd.)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement other Transaction Documents and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer Buyer, or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would could not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 1 contract

Samples: Securities Purchase Agreement (Fresh2 Group LTD)

No Conflicts. The execution, delivery and performance by such Buyer Holder of this Agreement and the Registration Rights Agreement and the consummation by such Buyer Holder of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer Holder, or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer Holder is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such BuyerHolder, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would could not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the authority or ability of such Buyer Holder to perform any of its obligations hereunderunder any of the Transaction Documents or to consummate the transactions contemplated hereby.

Appears in 1 contract

Samples: Securities Subscription Agreement (Fusion Fuel Green PLC)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) if such Buyer is an entity, result in a violation of the organizational documents of such Buyer or Buyer, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would could not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 1 contract

Samples: Securities Purchase Agreement (Rekor Systems, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer Purchaser of this Agreement and the Registration Rights Agreement Related Agreements and the consummation by such Buyer Purchaser of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or Purchaser, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer Purchaser is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such BuyerPurchaser, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer Purchaser to perform its obligations hereunder.

Appears in 1 contract

Samples: Stock Purchase Agreement (Anthera Pharmaceuticals Inc)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal United States and Canadian federal, state and provincial securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 1 contract

Samples: Securities Purchase Agreement (Hydrogenics Corp)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer (if such Buyer is an entity) or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which as would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 1 contract

Samples: Stock Purchase Agreement (Universal American Corp.)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or Buyer, if applicable, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 1 contract

Samples: Registration Rights Agreement (Crumbs Bake Shop, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would could not, individually or in the aggregate, reasonably be expected to have a material adverse adversely effect on the legality, validity or enforceability of, or the ability of such Buyer to perform its obligations hereunderunder any of the Transaction Documents (as defined in Section 3(b)).

Appears in 1 contract

Samples: Securities Purchase Agreement (Novavax Inc)

No Conflicts. The execution, delivery and performance by such the Buyer of this Agreement and the Registration Rights Agreement and the consummation by such the Buyer of the transactions transaction contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such the Buyer or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default or event of default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such the Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such the Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect Material Adverse Effect on the ability of such the Buyer to perform its obligations hereunder.

Appears in 1 contract

Samples: Note Purchase Agreement (Manitex International, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer Purchaser of this Agreement and the Registration Rights Agreement Transaction Documents to which it is a party and the consummation by such Buyer Purchaser of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or Purchaser, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer Purchaser is a party, party or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such BuyerPurchaser, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect Material Adverse Effect on the ability of such Buyer Purchaser to perform its obligations hereunder.

Appears in 1 contract

Samples: Securities Purchase Agreement (Torchlight Energy Resources Inc)

No Conflicts. The execution, delivery delivery, and performance by such Buyer the Purchaser of this Agreement and the Registration Rights Agreement Agreement, and the consummation by such Buyer the Purchaser of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or the Purchaser, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture indenture, or instrument to which such Buyer the Purchaser is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) Law applicable to such Buyerthe Purchaser, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights rights, or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer the Purchaser to perform its obligations hereunder.

Appears in 1 contract

Samples: Stock Purchase Agreement (Southern California Bancorp \ CA)

No Conflicts. The execution, delivery and performance by such Buyer the Purchaser of this Agreement and the Registration Rights Agreement and the consummation by such Buyer the Purchaser of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents Constituent Documents of such Buyer or the Purchaser; (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any other Person any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer the Purchaser is a party, ; or (iii) result in a violation of any lawLaw, rule, regulation, order, judgment or decree (including federal and state securities lawsLaws) applicable to such Buyerthe Purchaser, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer the Purchaser to perform its obligations hereunder.consummate the transactions contemplated by this Agreement. (c)

Appears in 1 contract

Samples: Securities Purchase Agreement

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunderhereunder or consummate the transactions contemplated hereby and thereby on a timely basis.

Appears in 1 contract

Samples: Registration Rights Agreement (Ardsley Advisory Partners)

No Conflicts. The execution, delivery and performance by such the Buyer of this Agreement and the Registration Rights Agreement and the consummation by such the Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or the Buyer, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such the Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such the Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such the Buyer to perform its obligations hereunder.

Appears in 1 contract

Samples: Securities Purchase Agreement (Cardiome Pharma Corp)

No Conflicts. The execution, delivery and performance by such the Buyer of this Agreement and the Registration Rights Agreement and the consummation by such the Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such the Buyer or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such the Buyer is a partyparty or by which it is bound, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such the Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such the Buyer to perform its obligations hereunder.

Appears in 1 contract

Samples: Securities Purchase Agreement (Vasogen Inc)

No Conflicts. The execution, delivery and performance by such Buyer Purchaser of this Agreement and the Registration Rights Agreement and the consummation by such Buyer Purchaser of the transactions contemplated hereby and thereby the other Transaction Documents will not (i) result in a violation of the organizational documents of such Buyer or Purchaser, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer Purchaser is a party, party or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such BuyerPurchaser, except except, in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer Purchaser to perform its obligations hereunder.

Appears in 1 contract

Samples: Securities Purchase Agreement (NXT-Id, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer the Purchaser of this Agreement and the Registration Rights Agreement and the consummation by such Buyer the Purchaser of the transactions contemplated hereby and thereby thereby, will not not: (i) result in a violation of the organizational documents of such Buyer or the Purchaser, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer the Purchaser is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyerthe Purchaser, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect Material Adverse Effect on the ability of such Buyer the Purchaser to perform its obligations hereunder.

Appears in 1 contract

Samples: Stock Purchase Agreement (Restaurant Brands International Limited Partnership)

No Conflicts. The execution, delivery and performance by such Buyer of ------------- this Agreement and the Registration Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) default under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party), or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 1 contract

Samples: Securities Purchase Agreement (Charys Holding Co Inc)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the enforceability of this Agreement or the Registration Rights Agreement or ability of such Buyer to perform its obligations hereunderhereunder or thereunder.

Appears in 1 contract

Samples: Securities Purchase Agreement (American Real Estate Partners L P)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement other Transaction Documents and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational or constitutional documents of such Buyer or Buyer, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, party or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except except, in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunderconsummate the transactions contemplated hereby and thereby.

Appears in 1 contract

Samples: Securities Purchase Agreement (ReneSola LTD)

No Conflicts. The execution, delivery and performance by such Buyer each Purchaser of this Agreement and the Registration Rights Agreement and the consummation by such Buyer each Purchaser of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer each Purchaser, or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer each Purchaser is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyereach Purchaser, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would could not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer each Purchaser to perform its obligations hereunder.

Appears in 1 contract

Samples: Note Purchase Agreement (Ault Alliance, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 1 contract

Samples: Securities Purchase Agreement (GT Biopharma, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or Buyer, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, party or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 1 contract

Samples: Securities Purchase Agreement (Genius Brands International, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement Transaction Documents to which it is a party and the consummation by such Buyer it of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or Buyer, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreementContract, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any lawLaw, rule, regulation, order, judgment or decree (including federal and state securities lawsLaws) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 1 contract

Samples: Securities Purchase Agreement (Institutional Financial Markets, Inc.)

No Conflicts. The execution, delivery and performance by such Buyer the Selling Stockholder of this Agreement and Agreement, the Registration Rights Agreement sale of the Shares and the consummation by such Buyer the Selling Stockholder of the transactions contemplated hereby and thereby herein will not (i) conflict with or result in a breach or violation of any of the organizational documents of such Buyer terms or (ii) conflict withprovisions of, or constitute a default (under any indenture, mortgage, loan agreement or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture other agreement or instrument to which such Buyer the Selling Stockholder is a party, (ii) result in any violation of the provisions of the charter or by-laws or similar organizational documents of the Selling Stockholder or (iii) result in a the violation of any law, rule, regulationlaw or statute or any judgment, order, judgment rule or decree (including federal and state securities laws) applicable to such Buyerregulation of any court or arbitrator or governmental or regulatory agency, except except, in the case of clauses (ii‎(i) and (iii‎(iii) above, for any such conflictsconflict, defaultsbreach, rights violation or violations which default that would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability performance by the Selling Stockholder of such Buyer to perform its obligations hereunderunder this Agreement (“Selling Stockholder Material Adverse Effect”).

Appears in 1 contract

Samples: Atlanta Braves Holdings, Inc.

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities lawslaws and rules and regulations) applicable to such Buyer, except in the case of clauses (ii) and (iii) above, for such violations, conflicts, defaults, defaults or rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 1 contract

Samples: Securities Purchase Agreement (Acacia Research Corp)

No Conflicts. The execution, delivery and performance by such Buyer of this Agreement and the Registration Rights Agreement and the consummation by such Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational or constitutional documents of such Buyer or Buyer, (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer is a party, party or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyer, except except, in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer to perform its obligations hereunder.

Appears in 1 contract

Samples: Securities Purchase Agreement (JA Solar Holdings Co., Ltd.)

No Conflicts. The execution, delivery delivery, and performance by such the Buyer of this Agreement and the Registration Rights Agreement and the consummation by such the Buyer of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer or the Buyer, (ii) conflict with, or constitute a default (or an event which that with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration acceleration, or cancellation of, any agreement, indenture indenture, or instrument to which such the Buyer is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment judgment, or decree (including federal and state securities laws) applicable to such the Buyer, except except, in the case of clauses (ii) and (iii) ), above, for such conflicts, defaults, rights rights, or violations which would could not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such the Buyer to perform its obligations hereunder.

Appears in 1 contract

Samples: Unit Purchase Agreement (JanOne Inc.)

No Conflicts. The execution, delivery and performance by such Buyer the Holder of this Agreement and to which the Registration Rights Agreement Holder is a party, and the consummation by such Buyer the Holder of the transactions contemplated hereby and thereby will not (i) result in a violation of the organizational documents of such Buyer the Holder or (ii) conflict with, or constitute a default (or an event which with notice or lapse of time or both would become a default) under, or give to others any rights of termination, amendment, acceleration or cancellation of, any agreement, indenture or instrument to which such Buyer the Holder is a party, or (iii) result in a violation of any law, rule, regulation, order, judgment or decree (including federal and state securities laws) applicable to such Buyerthe Holder, except in the case of clauses (ii) and (iii) above, for such conflicts, defaults, rights or violations which would not, individually or in the aggregate, reasonably be expected to have a material adverse effect on the ability of such Buyer the Holder to perform its obligations hereunder.

Appears in 1 contract

Samples: Waiver and Exchange Agreement (WPCS International Inc)

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