Common use of Agreements; Action Clause in Contracts

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stock, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates or any affiliate thereof.

Appears in 39 contracts

Samples: Subscription Agreement (Cardionet Inc), Preferred Stock and Warrant Purchase Agreement (Greenlight Capital LLC), Series B Preferred Stock Purchase Agreement (Spirent PLC)

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Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's ’s outstanding Common Stock, there are no agreements, understandings understandings, or proposed transactions between the Company and any of its officers, directors, affiliates employees, affiliates, or any affiliate thereof.

Appears in 32 contracts

Samples: Convertible Preferred Stock Purchase Agreement (K Wave Media Ltd.), Convertible Preferred Stock Purchase Agreement (K Wave Media Ltd.), Convertible Preferred Stock Purchase Agreement (K Wave Media Ltd.)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stock, there There are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates affiliates, or any affiliate thereof.

Appears in 28 contracts

Samples: Securities Purchase Agreement (Whos Your Daddy Inc), And Warrant Purchase Agreement (Xcyte Therapies Inc), And Warrant Purchase Agreement (Xcyte Therapies Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between by the Company and its employees with respect to the sale of the Company's Common StockInvestors' Rights Agreement, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates affiliates, or any affiliate thereof.

Appears in 16 contracts

Samples: Preferred Stock and Warrant Purchase Agreement (Rhythms Net Connections Inc), Rights Agreement (Rhythms Net Connections Inc), Stock and Warrant Purchase Agreement (Cybergold Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stockhereby, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates or any affiliate thereof.

Appears in 13 contracts

Samples: Purchase Agreement (Friendable, Inc.), Agreement and Plan of Merger (Worldbid Corp), Common Stock Purchase Agreement (Lifen Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between by the Company and its employees with respect to the sale of the Company's Common StockAncillary Agreements, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates affiliates, or any affiliate thereof.

Appears in 12 contracts

Samples: Preferred Stock Purchase Agreement, Stock Purchase Agreement, Preferred Stock Purchase Agreement

Agreements; Action. (a) Except for agreements explicitly expressly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stockby this Agreement, there are no agreements, understandings understandings, or proposed transactions between the Company and any of its officers, directors, affiliates affiliates, or any affiliate thereof.

Appears in 10 contracts

Samples: Conversion Agreement (Viva Gaming & Resorts Inc), Conversion Agreement (Viva Gaming & Resorts Inc), Stock Purchase Agreement (Viva Gaming & Resorts Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common StockAgreements, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates affiliates, or any affiliate thereof.

Appears in 9 contracts

Samples: Preferred Stock Purchase Agreement (Avantgo Inc), Preferred Stock Purchase Agreement (Avantgo Inc), Preferred Stock Purchase Agreement (Avantgo Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's ’s outstanding Common Stock, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, employees, affiliates or any affiliate thereof.

Appears in 9 contracts

Samples: Convertible Preferred Stock Purchase Agreement (K Wave Media Ltd.), Convertible Preferred Stock Purchase Agreement (K Wave Media Ltd.), Preferred Stock Purchase Agreement (Aclarion, Inc.)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stockby this Agreement, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates affiliates, or any affiliate thereofthereof other than standard option grants and stock purchase agreements entered into prior to the date of this Agreement.

Appears in 8 contracts

Samples: Preferred Stock Purchase Agreement (Fluidigm Corp), Convertible Note Purchase Agreement (Fluidigm Corp), Preferred Stock Purchase Agreement (Fluidigm Corp)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stockhereby, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates affiliates, or any affiliate thereof.

Appears in 8 contracts

Samples: Common Stock Purchase Agreement (Motive Communications Inc), , Purchase Agreement (Malone Arthur L Jr), Collaborative Research Agreement (Abgenix Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stockhereby, there are no agreements, understandings written or proposed transactions oral, between the Company and any subsidiary and any of its their officers, directors, affiliates directors or any affiliate thereofaffiliates.

Appears in 7 contracts

Samples: Series B Preferred Stock Purchase Agreement (Clearlake Capital Partners, LLC), Series B Preferred Stock Purchase Agreement (Purple Communications, Inc.), Stock Purchase Agreement (Clearlake Capital Partners, LLC)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between by the Company and its employees with respect to the sale of the Company's Common StockTransaction Documents, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates affiliates, or any affiliate thereof.

Appears in 7 contracts

Samples: Governance Agreement (Theravance Inc), Preferred Stock Purchase Agreement (Theravance Inc), Strategic Alliance Agreement (Theravance Inc)

Agreements; Action. (a) Except for the agreements explicitly contemplated hereby and agreements between by the Company and its employees with respect to the sale of the Company's Common Stock, Shareholders Rights Agreement there are no agreements, understandings or proposed transactions between the Company or the Subsidiary and any of its their officers, directors, affiliates directors or any affiliate thereofshareholders or their affiliates.

Appears in 6 contracts

Samples: Series A1 Preferred Share Purchase Agreement (Negevtech Ltd.), Preferred Share Purchase Agreement (Negevtech Ltd.), Preferred Share Purchase Agreement (Negevtech Ltd.)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby including proprietary agreements and agreements between the Company and its employees with respect to the sale of the Company's Common Stock, and agreements between the Company and the Investors with respect to their investment, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates or any affiliate thereof.

Appears in 5 contracts

Samples: Shareholders Agreement (Inventa Technologies Inc), Convertible Preferred Stock Purchase Agreement (Inventa Technologies Inc), Management Rights Agreement (Inventa Technologies Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and hereby, agreements between the Company and its employees with respect to the sale of the Company's ’s Common StockStock under the Stock Incentive Plans, and except as set forth in the Schedule of Exceptions, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates or any affiliate thereof.

Appears in 5 contracts

Samples: Master Collaboration Agreement (Forest Laboratories Inc), Master Collaboration Agreement (Ironwood Pharmaceuticals Inc), License Agreement (Ironwood Pharmaceuticals Inc)

Agreements; Action. (ai) Except for agreements explicitly contemplated hereby hereby, by the Related Agreements and agreements between entered into the Company and its employees with respect to the sale ordinary course of the Company's Common Stockbusiness, there are no agreements, understandings or proposed transactions between the Company Corporation and any of its officers, directors, consultants, key employees or affiliates or any affiliate thereof.

Appears in 5 contracts

Samples: Licensing and Collaboration Agreement (Zymeworks Inc.), Licensing and Collaboration Agreement (Zymeworks Inc.), Subscription Agreement (Zymeworks Inc.)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby the Agreements and agreements between the Company and its employees with respect to the sale sales of the Company's ’s Common Stock, there are no agreements, understandings or proposed transactions between the Company or its Subsidiary and any of its their respective officers, directors, affiliates affiliates, or any affiliate thereof.

Appears in 4 contracts

Samples: Series C Preferred Stock Purchase Agreement (Prosper Marketplace Inc), Preferred Stock Purchase Agreement (Prosper Marketplace Inc), Preferred Stock Purchase Agreement (Prosper Marketplace Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's ’s Common Stock, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, employees, affiliates or any affiliate thereof.

Appears in 4 contracts

Samples: And License Agreement (Five Prime Therapeutics Inc), And License Agreement (Five Prime Therapeutics Inc), Asset Purchase Agreement (Portola Pharmaceuticals Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its individual employees with respect to the sale of the Company's Common Stock, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates or any affiliate thereof.

Appears in 3 contracts

Samples: Preferred Stock Purchase Agreement (Oryx Technology Corp), Preferred Stock Purchase Agreement (Oryx Technology Corp), Preferred Stock Purchase Agreement (Oryx Technology Corp)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stockhereby, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates or any affiliate thereofthereof nor are there agreements or understandings between any person and/or entities, which affect or relate to the voting or giving of written consents with respect to any security or by a director of the Company.

Appears in 3 contracts

Samples: Collaboration Agreement (Sunesis Pharmaceuticals Inc), Collaboration Agreement (Sunesis Pharmaceuticals Inc), Stock Purchase Agreement (Sunesis Pharmaceuticals Inc)

Agreements; Action. (ai) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stockhereby, there are no material agreements, understandings understandings, instruments, contracts or proposed transactions between the Company and any of its officers, directors, employees, affiliates or any affiliate thereof.

Appears in 3 contracts

Samples: Business Stock Purchase Agreement, Purchase of Stock Agreement, Letter Agreement (Groupon, Inc.)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between by the Company and its employees with respect to the sale of the Company's Common StockAncillary Agreements, there are no agreements, understandings or proposed transactions between the Company and any of its stockholders, officers, directors, affiliates affiliates, or any affiliate thereof.

Appears in 3 contracts

Samples: Agreement and Plan of Merger and Reorganization (Valeritas Inc), Series D Preferred Stock Purchase Agreement (Valeritas Inc), Series D Preferred Stock Purchase Agreement (Valeritas Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stock, there There are no material agreements, understandings or proposed transactions between the Company and any of its officers, directors, shareholders or employees, or any "affiliate" or "associate" of such (as such terms are defined in the rules and regulations promulgated under the Securities Act affiliates or any affiliate thereof.)

Appears in 3 contracts

Samples: Stock Purchase Agreement (Inphonic Inc), Preferred Stock Purchase Agreement (Inphonic Inc), Convertible Preferred Stock Purchase Agreement (Inphonic Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company on the one hand and its employees with respect to the sale of the Company's ’s outstanding Common Stock, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, employees, affiliates or any affiliate thereofthereof on the other hand.

Appears in 3 contracts

Samples: Series a Preferred And (Telecom Communications Inc), Series a Preferred And (Telecom Communications Inc), Series a Preferred and Common Stock Purchase Agreement (Intermix Media, Inc.)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby hereby, by the Investors' Rights Agreement and agreements between the Company and its employees with respect to the sale of the Company's Common StockCo-Sale Agreement, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates or any affiliate thereof.

Appears in 3 contracts

Samples: Series D Preferred Stock Purchase Agreement (Agile Software Corp), Preferred Stock Purchase Agreement (Agile Software Corp), Series E Preferred Stock Purchase Agreement (Agile Software Corp)

Agreements; Action. (a) Except for the agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stockhereby, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates or any affiliate thereof. None of the Company's officers, directors or, to the Company's knowledge, stockholders, have any direct or indirect ownership interest in any firm or corporation which, to the Company's knowledge, is in a business which is the same as or substantially similar to the Company's business.

Appears in 3 contracts

Samples: Preferred Stock Purchase Agreement (Qualix Group Inc), Preferred Stock Purchase Agreement (Qualix Group Inc), Series D Preferred Stock and Warrant Purchase Agreement (Qualix Group Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common ’s Preferred Stock, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, employees, affiliates or any affiliate thereof.

Appears in 3 contracts

Samples: Note Purchase Agreement (Anthera Pharmaceuticals Inc), Note and Warrant Purchase Agreement (Anthera Pharmaceuticals Inc), Stock Purchase Agreement (Anthera Pharmaceuticals Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stockcommon stock, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates or any affiliate thereof.

Appears in 3 contracts

Samples: Purchase Agreement (Improvenet Inc), Preferred Stock Purchase Agreement (Improvenet Inc), Purchase Agreement (Improvenet Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between by the Company Investors' Rights Agreement and its employees with respect to the sale of the Company's Common StockAncillary Agreements, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates affiliates, or any affiliate thereof.

Appears in 3 contracts

Samples: Purchase Agreement (CleanTech Biofuels, Inc.), 1 (Pets Com Inc), Preferred Stock and Warrant Purchase Agreement (DSL Net Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between by this Agreement or the Company and its employees with respect to the sale of the Company's Common StockAncillary Agreements, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates affiliates, or any affiliate thereof.

Appears in 2 contracts

Samples: Preferred Stock Purchase Agreement (Introgen Therapeutics Inc), Preferred Stock Purchase Agreement (Introgen Therapeutics Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby delivered at Closing and agreements between the Company and its employees with respect to the sale of the Company's Common Stock, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates or any affiliate thereof.

Appears in 2 contracts

Samples: Series D Preferred Stock Purchase Agreement (Macrovision Corp), Preferred Stock Purchase Agreement (Macrovision Corp)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between by the Company and its employees with respect to the sale of the Company's Common Stockother Transaction Documents, there are no agreements, understandings or proposed transactions between the Company or the Subsidiaries and any of its their officers, directors, employees, affiliates or or, to the Company’s knowledge, any affiliate thereof.

Appears in 2 contracts

Samples: Voting Agreement, Voting Agreement (Amyris, Inc.)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stockhereby, there are no agreements, understandings or proposed transactions between the Company or any Subsidiary and any of its officers, directors, affiliates or any affiliate thereof.

Appears in 2 contracts

Samples: Preferred Stock Purchase Agreement (Wildblue Communications Inc), Securities Purchase Agreement (Wildblue Communications Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's ’s Common StockStock pursuant to the Plan, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, employees, affiliates or any affiliate thereof.

Appears in 2 contracts

Samples: Preferred Stock Purchase Agreement (Veraz Networks, Inc.), Preferred Stock Purchase Agreement (Veraz Networks, Inc.)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby including proprietary agreements and agreements between the Company and its employees with respect to the sale of the Company's Common Stock, and agreements between the Company and the Holders with respect to their investment, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates or any affiliate thereof.

Appears in 2 contracts

Samples: Shareholders Agreement (Inventa Technologies Inc), Convertible Preferred Stock Purchase Agreement (Inventa Technologies Inc)

Agreements; Action. (a) Except for agreements disclosed in the Memorandum or explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stockhereby, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates affiliates, or any affiliate thereofthereof which are material to the business, affairs, prospects, operations, properties, assets or financial condition of the Company.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Virtual Gaming Technologies Inc), Securities Purchase Agreement (Unistar Gaming Corp)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby this Agreement and the Investor Rights Agreement and employment agreements between the Company and its employees with respect to providing for, among other things, the sale of the Company's Common Stock, there are no agreements, understandings or proposed transactions between the Company and any of its shareholders, officers, directors, affiliates or any affiliate thereof.

Appears in 2 contracts

Samples: Preferred Stock Purchase Agreement (Asia Online LTD), Preferred Stock Purchase Agreement (Asia Online LTD)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and employment agreements between the Company and its employees with respect to the sale existing as of the Company's Common Stockdate hereof, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates affiliates, or any affiliate thereof.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Trulite Inc), Note and Warrant Purchase Agreement (Trulite Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby the Agreements and agreements between the Company and its employees with respect to the sale sales of the Company's ’s Common Stock, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates affiliates, or any affiliate thereof.

Appears in 2 contracts

Samples: Series a Preferred Stock Purchase Agreement (Prosper Marketplace Inc), Preferred Stock Purchase Agreement (Prosper Marketplace Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's shares of Common Stock, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, employees, affiliates or any affiliate thereof.

Appears in 2 contracts

Samples: Collaboration and License Agreement (Five Prime Therapeutics Inc), Collaboration and License Agreement (Five Prime Therapeutics Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between under the Company and its employees with respect to the sale of the Company's Common StockRelated Agreements, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates stockholders or any affiliate thereofof any of the foregoing.

Appears in 2 contracts

Samples: Preferred Stock Purchase Agreement (Camden Partners Strategic Ii LLC), Stock Purchase Agreement (Camden Partners Strategic Ii LLC)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's ’s Common Stock, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates or any affiliate thereof.

Appears in 2 contracts

Samples: Agreement (Cardica Inc), Agreement and Plan of Merger (Luna Innovations Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's ’s Common StockStock pursuant to the Plans, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, employees, affiliates or any affiliate thereof.

Appears in 2 contracts

Samples: Series F Preferred Stock Purchase Agreement (Gen Probe Inc), Series F Preferred Stock Purchase Agreement (Gen Probe Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between by the Company and its employees with respect to the sale of the Company's Common StockRelated Documents, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates or any affiliate thereof.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Lendingtree Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's ’s Common Stock, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, employees, affiliates or any affiliate thereof; nor are there any contracts for the employment of any officer, employee, or other person on a full-time, part-time, consulting, or other basis.

Appears in 1 contract

Samples: Series C Preferred Stock Purchase Agreement (Blue Earth, Inc.)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby the Financing Agreements, the Convertible Notes, the Related Agreements and agreements between the Company and its employees with respect to the sale sales of the Company's ’s Common Stock, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates affiliates, or any affiliate thereof.

Appears in 1 contract

Samples: Series a Preferred Stock Purchase Agreement (Zagg INC)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between by the Company and its employees with respect to the sale of the Company's Common StockAffiliated Agreements, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates affiliates, or any affiliate thereof.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Seal Holdings Corp)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stock, there There are no material agreements, understandings or proposed transactions between the Company and any of its officers, directors, stockholders or employees, or any “affiliate” or “associate” (as such terms are defined in the rules and regulations promulgated under the Securities Act) of such affiliates or any affiliate thereof.

Appears in 1 contract

Samples: Convertible Preferred Stock and Warrant Purchase (Inphonic Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stockhereby, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates or any affiliate thereof, including the Stockholder.

Appears in 1 contract

Samples: Stock Purchase Agreement (Erols Internet Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and hereby, agreements between the Company and its employees and consultants with respect to the sale of the Company's Common Stock, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates officers or directors or any affiliate thereof.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Kosan Biosciences Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between by the Company and its employees with respect to the sale of the Company's Common StockAncillary Agreements, there are no agreements, understandings or proposed transactions between the Company or any Subsidiary and any of its their officers, directors, affiliates Affiliates, or any affiliate Affiliate thereof.

Appears in 1 contract

Samples: Series C Preferred Stock Purchase Agreement (Synacor, Inc.)

Agreements; Action. (a) Except for any agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's ’s Common Stock, each of which agreements is set forth in Section 3.7(a) of the Schedule of Exceptions and a true, correct and complete copy of which has been delivered to Purchaser, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, employees, affiliates or any affiliate thereof.

Appears in 1 contract

Samples: Note Purchase Agreement (Djo Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stock, there There are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates affiliates, holders of any outstanding shares of any class of the Company’s capital stock, or any affiliate thereofthereof other than those provided to Purchaser.

Appears in 1 contract

Samples: Stock and Warrant Purchase Agreement (Qualmark Corp)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common StockStock pursuant to the Plan, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, employees, affiliates or any affiliate thereof.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Eci Telecom LTD/)

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Agreements; Action. (a) Except for agreements explicitly contemplated hereby hereby, the Related Agreements, and agreements between the Company and its employees with respect to the sale of the Company's Common StockRestructuring Agreements, there are no agreements, agreements or understandings or proposed transactions between the Company and any of its executive officers, directors, affiliates affiliates, or any affiliate thereof.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Zymogenetics Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between by the Company Investors' Rights Agreement, the Shareholders' Agreement and its employees with respect to the sale of the Company's Common Stockany Ancillary Agreements, there are no agreements, understandings or proposed transactions between the Company or its Subsidiaries and any of its the Company's officers, directors, affiliates affiliates, or any affiliate thereof.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Pemstar Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stock, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates or any affiliate thereofthereof that would be required to be disclosed pursuant to Regulation S-K, as promulgated by the Securities and Exchange Commission, and that are not disclosed in the Schedule of Exceptions.

Appears in 1 contract

Samples: Note Purchase Agreement (Drugstore Com Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stockhereby, there are no agreements, understandings or proposed transactions between the Company and any of its members, managers, affiliates, or any affiliate thereof or between either Subsidiary and any of its officers, directors, affiliates affiliates, or any affiliate thereof.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Dovebid Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby the Rights Agreement, the Voting Agreement and agreements between the Company and its employees with respect to the Co-sale of the Company's Common StockAgreement, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates affiliates, or any affiliate thereof.

Appears in 1 contract

Samples: Sale Agreement (Lets Talk Cellular & Wireless Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common StockStock pursuant to the grant of stock options, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates or any affiliate thereof.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Genomica Corp /De/)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between by this Agreement or the Company and its employees with respect to the sale of the Company's Common StockAncillary Agreements, there are no contracts, agreements, instruments, leases, commitments, understandings or proposed transactions between the Company and any of its officers, directors, affiliates stockholders, employees, affiliates, or any affiliate thereof.

Appears in 1 contract

Samples: Series E Preferred Stock Purchase Agreement (Bazaarvoice Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stockhereby, there are no material agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates affiliates, or any affiliate thereof, except as disclosed in the Company's public filings.

Appears in 1 contract

Samples: Preferred Stock and Warrant Purchase Agreement (Versant Corp)

Agreements; Action. (a) Except for as set forth in Schedule 3.7(a), agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stock, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates or any affiliate thereof.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Netlibrary Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stock, Related Agreements there are no agreements, understandings or proposed transactions between the Company and any of its current officers, directors, affiliates or any affiliate thereof.

Appears in 1 contract

Samples: Collaborative Research Agreement (Codexis Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stockhereby, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates affiliates, or any affiliate thereofthereof nor are there agreements or understandings between any person and/or entities, which affect or relate to the voting or giving of written consents with respect to any security or by a director of the Company.

Appears in 1 contract

Samples: Series E Preferred Stock Subscription Agreement (ChemoCentryx, Inc.)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between documents entered into in connection with the Company and its employees with respect to the sale founding of the Company's Common Stock, there are no agreements, agreements or understandings or proposed transactions between the Company and any of its officers, directors, affiliates or any affiliate thereof.

Appears in 1 contract

Samples: Series a Preferred Stock Purchase Agreement (Arrowhead Research Corp)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between by the Company and its employees with respect to the sale of the Company's Common StockTransaction Documentation, there are no agreements, understandings or proposed transactions between the Company and any of its stockholders, officers, directors, affiliates Affiliates or any affiliate Affiliate thereof.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Valeritas Holdings Inc.)

Agreements; Action. (a) Except for agreements explicitly as otherwise specifically contemplated hereby and agreements between by the Company and its employees with respect to the sale of the Company's Common StockTransaction Documents, there are no agreements, understandings or proposed transactions between the Company and or the Shareholder or any of its their respective, officers, directors, affiliates shareholders or any affiliate thereofAffiliates.

Appears in 1 contract

Samples: Asset Purchase Agreement (Access Worldwide Communications Inc)

Agreements; Action. (a) Except for this Agreement, the Related Agreements or any other agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stockhereby, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates or any affiliate thereof.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Kranem Corp)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby by the Transaction Agreements and except for salary, bonus and benefits paid to or share option or share purchase agreements between the Company and its with officers or employees with respect to the sale of the Company's Common Stock, there are no material agreements, understandings or proposed transactions between the Company and any of its officers, directorsshareholders, affiliates directors or affiliates, or any affiliate thereof.

Appears in 1 contract

Samples: Share and Warrant Purchase Agreement (CloudMinds Inc.)

Agreements; Action. (a) Except for the Registration Rights Agreement or other contracts or agreements explicitly referred to or contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stockherein or therein, there are no material agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates or any affiliate thereof.

Appears in 1 contract

Samples: Purchase Agreement (Bioject Medical Technologies Inc)

Agreements; Action. (a) Except for as set forth in Schedule 3.7(a), agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stock, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, employees, stockholders, affiliates or any affiliate thereof, nor do any of such individuals or entities have any material interest in any material property used by the Company.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Netlibrary Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stockhereby, there are no agreements, understandings or proposed transactions between the Company or the Company Subsidiary and any of its their respective officers, directors, affiliates affiliates, or any affiliate thereofthereof except as set forth on the Balance Sheet.

Appears in 1 contract

Samples: Asset Purchase Agreement (Website Pros Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company Purchaser and its employees with respect to the sale of the Company's Purchaser’s Common Stock, there are no agreements, understandings or proposed transactions between the Company Purchaser and any of its officers, directors, employees, affiliates or any affiliate thereofof any of the foregoing.

Appears in 1 contract

Samples: Asset Purchase Agreement (Esim LTD)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stock, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates or any affiliate thereof.

Appears in 1 contract

Samples: Purchase Agreement (General Electric Co)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between by the Company and its employees with respect to the sale of the Company's Common StockAncillary Agreements, there are no agreements, understandings or proposed transactions between the Company or any Subsidiary and any of its their officers, directors, affiliates affiliates, or any affiliate thereof.

Appears in 1 contract

Samples: Stock Purchase Agreement (Synacor, Inc.)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between (including the Company and its employees with respect to the sale of the Company's Common StockRelated Agreements), there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates or any affiliate thereof.

Appears in 1 contract

Samples: Series a Preferred Stock Purchase Agreement (You on Demand Holdings, Inc.)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stockhereby, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, employees, affiliates or any affiliate thereofthereof on the other hand.

Appears in 1 contract

Samples: Common Share Purchase Agreement (Blacksands Petroleum, Inc.)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stock, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates affiliates, stockholders or any affiliate thereoftheir respective affiliates.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Petroleum Place Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby the Agreements and agreements between salary and stock option arrangements negotiated and executed in the Company and its employees with respect to the sale ordinary course of the Company's Common Stockbusiness, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates affiliates, or any affiliate thereof.

Appears in 1 contract

Samples: Series D Preferred Stock Purchase Agreement (Egroups Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and (including agreements between the Company and its employees with respect any Purchaser to the sale of the Company's Common Stockbe executed concurrently with this Agreement), there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, employees, affiliates or any affiliate thereof.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (U.S. Auto Parts Network, Inc.)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby the Financing Agreements and agreements between the Company and its employees with respect to the sale sales of the Company's ’s Common Stock, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates affiliates, or any affiliate thereof.

Appears in 1 contract

Samples: Preferred Stock and Warrant Purchase Agreement (Ritter Pharmaceuticals Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stock, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates or any affiliate thereof.

Appears in 1 contract

Samples: Securities Purchase Agreement (Vobis Microcomputer Ag)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stock, there There are no material agreements, understandings or proposed transactions between the Company and any of its officers, directors, shareholders or employees, or any “affiliate” or “associate” of such (as such terms are defined in the rules and regulations promulgated under the Securities Act affiliates or any affiliate thereof.

Appears in 1 contract

Samples: Stock and Warrant Purchase Agreement (Inphonic Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between in the Company and its employees with respect to the sale of the Company's Common StockAgreements, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates affiliates, or any affiliate thereofthereof nor are there agreements or understandings between any person and/or entities, which affect or relate to the voting or giving of written consents with respect to any security or by a director of the Company.

Appears in 1 contract

Samples: Exhibit 4 Stock Purchase Agreement (Glaxosmithkline PLC)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and hereby, agreements between the Company and its employees with respect to the sale of Common Stock and as set forth on the Company's Common StockSchedule of Exceptions, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directorsdirectors or affiliates, affiliates or any affiliate or relative thereof.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Rightnow Technologies Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between by the Company Shareholder Rights Agreement, the Voting Agreement and its employees with respect to the sale of the Company's Common StockCo-Sale Agreement, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates affiliates, or any affiliate thereof.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (MMC Networks Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stockemployee stock options, there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates or any affiliate thereof.

Appears in 1 contract

Samples: Stock Purchase Agreement (Maxwell Technologies Inc)

Agreements; Action. (a) Except for agreements explicitly contemplated hereby and agreements between the Company and its employees with respect to the sale of the Company's Common Stock, there The are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, affiliates affiliates, or any affiliate thereof.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Planet Zanett Inc)

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