Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.
Appears in 30 contracts
Sources: Securities Purchase Agreement (Minerva Neurosciences, Inc.), Securities Purchase Agreement (Firstsun Capital Bancorp), Securities Purchase Agreement (Cellectar Biosciences, Inc.)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.F.
Appears in 28 contracts
Sources: Securities Purchase Agreement (Unicycive Therapeutics, Inc.), Securities Purchase Agreement (Biofrontera Inc.), Securities Purchase Agreement (Ribbon Communications Inc.)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.E.
Appears in 9 contracts
Sources: Securities Purchase Agreement (Biofrontera Inc.), Securities Purchase Agreement (Fate Therapeutics Inc), Securities Purchase Agreement (Fate Therapeutics Inc)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.).
Appears in 7 contracts
Sources: Securities Purchase Agreement (Porter Bancorp, Inc.), Securities Purchase Agreement (Versant Ventures II LLC), Securities Purchase Agreement (Versant Ventures II LLC)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.H.
Appears in 7 contracts
Sources: Upfront Securities Purchase Agreement (Firstsun Capital Bancorp), Securities Purchase Agreement (Baxano Surgical, Inc.), Securities Purchase Agreement (Baxano Surgical, Inc.)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a), (b), (c), (d) and (b) in the form attached hereto as Exhibit G.f); and
Appears in 7 contracts
Sources: Securities Purchase Agreement (Cti Industries Corp), Securities Purchase Agreement (Ziopharm Oncology Inc), Securities Purchase Agreement (HydroGen CORP)
Compliance Certificate. The Company shall have delivered to each the Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer President or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.).
Appears in 7 contracts
Sources: Share Purchase Agreement (LDK Solar Co., Ltd.), Share Purchase Agreement (LDK Solar Co., Ltd.), Share Purchase Agreement (LDK Solar Co., Ltd.)
Compliance Certificate. The Company shall have delivered to each the Purchaser a certificate, dated as of the Closing Date and Date, signed by its Chief Executive Officer directors or its Chief Financial Officer, dated as of the Closing Datesenior executive officers, certifying to the fulfillment of that the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.7.1 through 7.5 have been fulfilled.
Appears in 6 contracts
Sources: Share Subscription Agreement (9F Inc.), Share Subscription Agreement (9F Inc.), Share Subscription Agreement (9F Inc.)
Compliance Certificate. The Company shall have delivered deliver to each Purchaser the Investor a certificate, dated as executed by the chief executive officer and chief financial officer of the Closing Date and signed by its Chief Executive Officer or its Chief Financial OfficerCompany, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.Section 5.1 through 5.4 of this Agreement.
Appears in 6 contracts
Sources: Securities Purchase Agreement (Grover Vikram P), Securities Purchase Agreement (2050 Motors, Inc.), Securities Purchase Agreement (Grover Vikram P)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a), (b) and (b) in the form attached hereto as Exhibit G.e).
Appears in 5 contracts
Sources: Securities Purchase Agreement (Presurance Holdings, Inc.), Securities Purchase Agreement (Conifer Holdings, Inc.), Securities Purchase Agreement (Conifer Holdings, Inc.)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.
Appears in 5 contracts
Sources: Securities Purchase Agreement (Pieris Pharmaceuticals, Inc.), Securities Purchase Agreement (Transgenomic Inc), Securities Purchase Agreement (Transgenomic Inc)
Compliance Certificate. The Company Purchaser shall have delivered to each Purchaser the Company a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a5.2(a) and (b) in the form attached hereto as Exhibit G.).
Appears in 4 contracts
Sources: Share Purchase Agreement (LDK Solar Co., Ltd.), Share Purchase Agreement (Jiang Xi Heng Rui Xin Energy Co., LTD), Share Purchase Agreement (Solarfun Power Holdings Co., Ltd.)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.I.
Appears in 4 contracts
Sources: Securities Purchase Agreement (Unicycive Therapeutics, Inc.), Securities Purchase Agreement (Tengion Inc), Securities Purchase Agreement (Tengion Inc)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a), (b), (c), (d) and (b) in the form attached hereto as Exhibit G.f);
Appears in 4 contracts
Sources: Securities Purchase Agreement (Jones Soda Co), Securities Purchase Agreement (Regenerx Biopharmaceuticals Inc), Securities Purchase Agreement (Mathstar Inc)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer, its Chief Financial Officer or its Chief Financial OfficerSecretary, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.F.
Appears in 3 contracts
Sources: Securities Purchase Agreement (Miragen Therapeutics, Inc.), Securities Purchase Agreement (Unum Therapeutics Inc.), Securities Purchase Agreement (Avadel Pharmaceuticals PLC)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a), (b), (c), (d) and (b) in the form attached hereto as Exhibit G.f).
Appears in 3 contracts
Sources: Securities Purchase Agreement (Telkonet Inc), Securities Purchase Agreement (Telkonet Inc), Securities Purchase Agreement (Neomagic Corp)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.F.
Appears in 3 contracts
Sources: Share Purchase Agreement (Capricor Therapeutics, Inc.), Share Purchase Agreement (Capricor Therapeutics, Inc.), Securities Purchase Agreement (Telkonet Inc)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a(a) and (b) in the form attached hereto as Exhibit G.
Appears in 3 contracts
Sources: Securities Purchase Agreement (Ecb Bancorp Inc), Securities Purchase Agreement (Ecb Bancorp Inc), Securities Purchase Agreement (Ecb Bancorp Inc)
Compliance Certificate. The Company shall have delivered to each Purchaser the Purchasers a certificate, dated as executed by the CEO or President of the Closing Date and signed by its Chief Executive Officer or its Chief Financial OfficerCompany, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.this Article IV(b).
Appears in 3 contracts
Sources: Securities Purchase Agreement (Level 8 Systems Inc), Securities Purchase Agreement (Level 8 Systems Inc), Securities Purchase Agreement (Level 8 Systems Inc)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or and its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a), (b), (f) and (bi) in the form attached hereto as Exhibit G.F.
Appears in 3 contracts
Sources: Securities Purchase Agreement (Avalo Therapeutics, Inc.), Securities Purchase Agreement (Aeglea BioTherapeutics, Inc.), Securities Purchase Agreement (Aeglea BioTherapeutics, Inc.)
Compliance Certificate. The Company shall have delivered to each the Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.).
Appears in 3 contracts
Sources: Securities Purchase Agreement (Rallybio Corp), Securities Purchase Agreement (Rallybio Corp), Stock Purchase Agreement (AtheroNova Inc.)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a), (b), (c), (d), (e) and (b) in the form attached hereto as Exhibit G.f).
Appears in 3 contracts
Sources: Stock Purchase Agreement (Clearant Inc), Series a Preferred Stock Purchase Agreement (Neah Power Systems, Inc.), Securities Purchase Agreement (Clearant Inc)
Compliance Certificate. The Company Purchaser shall have delivered to each Purchaser the Company a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Datedirector, certifying to the fulfillment of the conditions specified in Sections 5.1(a5.2(a) and (b) in the form attached hereto as Exhibit G.).
Appears in 3 contracts
Sources: Share Purchase Agreement (LDK Solar Co., Ltd.), Share Purchase Agreement (LDK Solar Co., Ltd.), Share Purchase Agreement (Fulai Investments Ltd.)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a), (b) and (bd) in the form attached hereto as Exhibit G.F.
Appears in 3 contracts
Sources: Securities Purchase Agreement (World Heart Corp), Securities Purchase Agreement (World Heart Corp), Securities Purchase Agreement (World Heart Corp)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.E.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Ameris Bancorp), Securities Purchase Agreement (Vantagesouth Bancshares, Inc.)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of executed by the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, of the Company dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(asubsections (a)(i) and (ba)(ii) in the form attached hereto as Exhibit G.of this Section 2.3.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Beacon Power Corp), Securities Purchase Agreement (Beacon Power Corp)
Compliance Certificate. The Company shall have delivered to each Purchaser the Lenders a certificatecertificate of the Company, executed by the Chief Executive Officer of the Company and dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Initial Closing Date, certifying to the fulfillment of the conditions specified in Sections Section 5.1(a) and (bSection 5.1(b) in the form attached hereto as Exhibit G.hereof.
Appears in 2 contracts
Sources: Convertible Note Purchase Agreement (Critical Path Inc), Convertible Note Purchase Agreement (Critical Path Inc)
Compliance Certificate. The Company shall have delivered to each Purchaser the Investors a certificate, dated as executed by the Chairman of the Closing Date Board and signed by its Chief Executive Officer or its Chief Financial Officerof the Company, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(asubsections (a) and (b) in the form attached hereto as Exhibit G.of this Section 6.
Appears in 2 contracts
Sources: Purchase Agreement (Vanguard Airlines Inc \De\), Purchase Agreement (Vangard Acquisition Co)
Compliance Certificate. The Company shall have delivered to each the Purchaser a certificate, dated as of certificate executed by (x) the Closing Date President and signed by its Chief Executive Officer or its Chief Financial Officerand (y) the Senior Vice President, General Counsel and Corporate Secretary of the Company, dated as of the Closing Date, and certifying as to the fulfillment of the conditions specified in Sections 5.1(a) 5.1, 5.2 and (b) in the form attached hereto as Exhibit G.5.3 of this Agreement.
Appears in 2 contracts
Sources: Stock Purchase Agreement (Syntroleum Corp), Stock Purchase Agreement (Syntroleum Corp)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer Officer, its Senior Vice President of Finance or its Chief Financial OfficerSecretary, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a), (b), (e) and (bf) in the form attached hereto as Exhibit G.D.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Viridian Therapeutics, Inc.\DE), Securities Purchase Agreement (Viridian Therapeutics, Inc.\DE)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.Section 5.1.
Appears in 2 contracts
Sources: Subscription Agreement (EZRaider Co.), Subscription Agreement (EZRaider Co.)
Compliance Certificate. The Company shall have delivered to each Purchaser the Purchasers a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.5.1(b).
Appears in 2 contracts
Sources: Securities Purchase Agreement (Bluefly Inc), Securities Purchase Agreement (RHO Ventures VI LP)
Compliance Certificate. The Company Purchaser shall have delivered to each Purchaser received a compliance certificate, executed by the Chief Executive Officer and Chief Financial Officer of the Company, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as date of the Closing DateClosing, certifying to the fulfillment of effect that the conditions specified in Sections 5.1(a) 5.1 and (b) in the form attached hereto as Exhibit G.5.2 have been satisfied.
Appears in 2 contracts
Sources: Common Stock Purchase Agreement (Ultragenyx Pharmaceutical Inc.), Common Stock Purchase Agreement (Ultragenyx Pharmaceutical Inc.)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a), (b) and (bd) and to the current capitalization of the Company as of the Closing Date in the form attached hereto as Exhibit G.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Blue Ridge Bankshares, Inc.), Securities Purchase Agreement (Blue Ridge Bankshares, Inc.)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or and its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.).
Appears in 2 contracts
Sources: Securities Purchase Agreement (Heritage Commerce Corp), Securities Purchase Agreement (Heritage Commerce Corp)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a), (b), (c), (d), (e) and (b) in the form attached hereto as Exhibit G.f); and
Appears in 2 contracts
Sources: Securities Purchase Agreement (Voyager Oil & Gas, Inc.), Securities Purchase Agreement (Edap TMS Sa)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.this Article III.
Appears in 2 contracts
Sources: Subscription Agreement, Subscription Agreement (SBM Financial, Inc.)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of executed by the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officerof the Company, dated as of the Closing Date, certifying to the fulfillment of the conditions specified set forth in Sections 5.1(a) 6.03, 6.04 and (b) in the form attached hereto as Exhibit G.6.05.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Decorize Inc), Securities Purchase Agreement (Decorize Inc)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificatecertificate of the chief executive officer and chief financial officer of the Company, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) sections 5.1 and (b) in the form attached hereto as Exhibit G.5.2 of this agreement and other matters that Purchaser may reasonably request.
Appears in 2 contracts
Sources: Stock Purchase Agreement (Ac Humko Corp), Stock Purchase Agreement (Bionutrics Inc)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.D.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Berkshire Hills Bancorp Inc), Securities Purchase Agreement (Wesbanco Inc)
Compliance Certificate. The Company shall have delivered to each the Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.E.
Appears in 2 contracts
Sources: Share Purchase Agreement, Share Purchase Agreement (Neophotonics Corp)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or and its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a), (b), (e) and (bf) in the form attached hereto as Exhibit G.F.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Spyre Therapeutics, Inc.), Securities Purchase Agreement (Cartesian Therapeutics, Inc.)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a5.1 (a) and (b) in the form attached hereto as Exhibit G.F.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Yadkin Valley Financial Corp), Securities Purchase Agreement (BNC Bancorp)
Compliance Certificate. The Company shall have delivered to each Purchaser you a certificatecertificate of the Chief Financial Officer of the Company, dated as the date of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing DateClosing, certifying to the fulfillment of the conditions specified in Sections 5.1(a) 6.1 and (b) in the form attached hereto as Exhibit G.6.2 hereof and other matters you reasonably request.
Appears in 2 contracts
Sources: Preferred Stock Purchase and Option Agreement (Travelers Group Inc), Preferred Stock Purchase and Option Agreement (Imc Mortgage Co)
Compliance Certificate. The Company shall have delivered to each such Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, Operating Officer certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.C.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Root9B Technologies, Inc.), Securities Purchase Agreement (Root9B Technologies Inc.)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or and its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a), (b), (e) and (bf) in the form attached hereto as Exhibit G.F.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Spyre Therapeutics, Inc.), Securities Purchase Agreement (Spyre Therapeutics, Inc.)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a6.1(a), (b), (c), (d) and (b) in the form attached hereto as Exhibit G.f); and
Appears in 2 contracts
Sources: Securities Purchase Agreement (Nephros Inc), Securities Purchase Agreement (Nile Therapeutics, Inc.)
Compliance Certificate. The Company shall have delivered to each Purchaser the Investors a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.5.1(b).
Appears in 2 contracts
Sources: Note and Warrant Purchase Agreement (RHO Ventures VI LP), Note and Warrant Purchase Agreement (Bluefly Inc)
Compliance Certificate. The Company shall have delivered to each Purchaser such Investor a certificate, dated as certificate of the Closing Date and signed Company, executed by its the Chief Executive Officer or its Chief Financial Officerof the Company, dated as of the Closing Date, and certifying as to the fulfillment of the conditions specified in Sections 5.1(a) 4.1, 4.2, 4.3, 4.7 and (b) in the form attached hereto as Exhibit G.4.8.
Appears in 2 contracts
Sources: Stock Purchase Agreement (Capella Education Co), Stock Purchase Agreement (Capella Education Co)
Compliance Certificate. The Company shall have delivered to each Purchaser Investor a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.F.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Regado Biosciences Inc), Securities Purchase Agreement (Alimera Sciences Inc)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Initial Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.H.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Telkonet Inc), Securities Purchase Agreement (Telkonet Inc)
Compliance Certificate. The Company shall have delivered to each the Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a5.1 (a) and (b) in the form attached hereto as Exhibit G.F.
Appears in 2 contracts
Sources: Securities Purchase Agreement (BNC Bancorp), Securities Purchase Agreement and Amendment Number 1 to Investment Agreement (Aquiline BNC Holdings LLC)
Compliance Certificate. The Company shall have delivered to each Purchaser the Purchasers a certificatecertificate of the Company, executed by the Chief Executive Officer of the Company, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) 5.1 and (b) in the form attached hereto as Exhibit G.5.2 of this Agreement.
Appears in 2 contracts
Sources: Series I Preferred Stock Purchase Agreement (Oxis International Inc), Series I Preferred Stock Purchase Agreement (Oxis International Inc)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a), (b), (e), (f) and (bj) in the form attached hereto as Exhibit G.D.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Monopar Therapeutics), Securities Purchase Agreement (Shattuck Labs, Inc.)
Compliance Certificate. The Company shall have delivered to each the Purchaser a certificatecertificate of the Company executed by either the Chief Executive Officer or the Chief Financial Officer of the Company, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing DateClosing, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.Section 5 of this Agreement.
Appears in 2 contracts
Sources: Subscription Agreement (Dennys Corp), Subscription Agreement (Mellon HBV Alternative Strategies LLC)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.C.
Appears in 1 contract
Compliance Certificate. The Company shall have delivered to each Purchaser Buyer a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as the chief executive officer of the Closing Date, Company (but without personal liability therefor) certifying as to the fulfillment of the conditions specified in Sections 5.1(a4.2(b) and (b) in the form attached hereto as Exhibit G.c).
Appears in 1 contract
Compliance Certificate. The Company shall have delivered to each the Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in substantially the form attached hereto as Exhibit G.E.
Appears in 1 contract
Sources: Securities Purchase Agreement (Strongbridge Biopharma PLC)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in substantially the form attached hereto as Exhibit G.
Appears in 1 contract
Sources: Securities Purchase Agreement (Ocera Therapeutics, Inc.)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or and its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a5.1(a), (b) and (bf) in the form attached hereto as Exhibit G.C.
Appears in 1 contract
Compliance Certificate. The Company shall have delivered to each the Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.
Appears in 1 contract
Sources: Securities Purchase Agreement (Cyalume Technologies Holdings, Inc.)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing DateDate and, certifying to the fulfillment of the conditions specified in Sections 5.1(a), (b), (d), (l), (n) and (bp) in the form attached hereto as Exhibit G.F.
Appears in 1 contract
Compliance Certificate. The Company Purchaser shall have delivered to each Purchaser received a compliance certificate, executed by the Chief Executive Officer or Chief Financial Officer of the Company, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as date of the Closing DateClosing, certifying to the fulfillment of effect that the conditions specified in Sections 5.1(a) 4.1 and (b) in the form attached hereto as Exhibit G.4.2 have been satisfied.
Appears in 1 contract
Compliance Certificate. The Company shall have delivered to each Purchaser a certificatecertificate of the Company in the form attached hereto as Exhibit F, executed by the President of the Company, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, and certifying to the fulfillment of the conditions specified in Sections 5.1(a) 5.1 and (b) in the form attached hereto as Exhibit G.5.2 of this Agreement.
Appears in 1 contract
Sources: Series B Preferred Stock Purchase Agreement (Avistar Communications Corp)
Compliance Certificate. The Company shall have delivered to each the Purchaser a certificatecertificate of the Company, executed by the Chief Executive Officer of the Company, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as date of the Closing Date, and certifying to the fulfillment of the conditions specified in Sections 5.1(a) 6.1 and (b) in the form attached hereto as Exhibit G.6.2 of this Agreement.
Appears in 1 contract
Sources: Common Stock and Warrant Purchase Agreement (O2diesel Corp)
Compliance Certificate. The Company shall have delivered to each Purchaser Shareholder a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) 5.1 in the form attached hereto as Exhibit G.E.
Appears in 1 contract
Sources: Share Exchange Agreement (Yadkin Valley Financial Corp)
Compliance Certificate. The Company shall have delivered to each Purchaser the Purchasers or their special counsel a certificatecertificate signed by the President of the Company, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) 5.1, 5.2, 5.8 and (b) in the form attached hereto as Exhibit G.5.11 above.
Appears in 1 contract
Sources: Series a Preferred Stock Purchase Agreement (Aether Systems Inc)
Compliance Certificate. The Company shall have delivered to each the Purchaser a certificate, dated as certificate of the Closing Date and signed Company, executed by its Chief Executive Officer the President or its Chief Financial Officer, Officer of the Company and dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a), (b) and (b) in the form attached hereto as Exhibit G.c).
Appears in 1 contract
Sources: Common Stock Purchase Agreement (Siemens Aktiengesellschaft)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.I.
Appears in 1 contract
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or and its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b5.1(b) in the form attached hereto as Exhibit G.F.
Appears in 1 contract
Sources: Securities Purchase Agreement (North Valley Bancorp)
Compliance Certificate. The Company shall have delivered to each the Purchaser a certificate, dated as of the Closing Date and Date, signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, Officer certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.F.
Appears in 1 contract
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the such Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the such Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.
Appears in 1 contract
Sources: Securities Purchase Agreement (Guided Therapeutics Inc)
Compliance Certificate. The Company shall have delivered to each the Purchaser a certificate, dated as of the Initial Closing Date with respect to the Initial Closing and dated as of the Subsequent Closing Date with respect to the Subsequent Closing, in each case signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Dateapplicable closing date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.E.
Appears in 1 contract
Sources: Securities Purchase Agreement (Root9B Technologies Inc.)
Compliance Certificate. The Company shall have delivered to each the Purchaser a certificatecertificate of the Company executed by the Chairman of the Board, President and Chief Executive Officer of the Company, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as date of the Closing Date, and certifying to the fulfillment of the conditions specified in Sections 5.1(a) 5.1 and (b) in the form attached hereto as Exhibit G.5.2 of this Agreement.
Appears in 1 contract
Sources: Common Stock Purchase Agreement (United Leisure Corp)
Compliance Certificate. The Company shall have delivered to each the Purchaser a certificate, dated as certificate of the Closing Date and signed by its Chief Executive Officer or its Chief Financial OfficerPresident of the Company, dated as of the Closing Date, certifying to the fulfillment of effect that the conditions specified set forth in Sections 5.1(a) 6.1, 6.2, 6.3 and (b) 6.4 have been satisfied. Such certificate shall be substantially in the form attached hereto as set forth in Exhibit G.D.
Appears in 1 contract
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial OfficerOfficer only in the respective capacity of such officer with the Company and not in such officer’s individual capacity, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.F.
Appears in 1 contract
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a), (b), (d) and (be) in substantially the form attached hereto as Exhibit G.H.
Appears in 1 contract
Sources: Securities Purchase Agreement (Jazz Pharmaceuticals Inc)
Compliance Certificate. The Company shall have delivered to each such Purchaser a certificate, dated as of the Second Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Second Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a5.3(a) and (b) in the form attached hereto as Exhibit G.
Appears in 1 contract
Compliance Certificate. The Company shall have delivered to the Placement Agent and each Purchaser a certificate, dated as of the applicable Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a6.1(a) and (b) in the form attached hereto as Exhibit G.F.
Appears in 1 contract
Compliance Certificate. The Company shall have delivered to each Purchaser the Purchasers a certificatecertificate executed by the President and the Chief Financial Officer of the Company, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, and certifying as to the fulfillment of the conditions specified in Sections 5.1(a) 5.1 and (b) in the form attached hereto as Exhibit G.5.2 of this Agreement.
Appears in 1 contract
Compliance Certificate. The If this Agreement is not signed on the Closing Date, the Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a5.1(i) and (b) in the form attached hereto as Exhibit G.ii).
Appears in 1 contract
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of executed by the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officerof the Company, dated as of the Closing Date, certifying to the fulfillment of the conditions specified set forth in Sections 5.1(a) 6.02, 6.03 and (b) in 6.04 and including certified copies of the form attached hereto as Exhibit G.current Certificate of Incorporation and bylaws of the Company and resolutions of the board of directors of the Company authorizing the transactions contemplated hereby.
Appears in 1 contract
Compliance Certificate. The Company shall have delivered to each Purchaser the Investors a certificate, dated as certificate of the Closing Date and signed by its Chief Executive Officer chief executive officer or its Chief Financial Officerchief financial officer of the Company, dated as of the Closing Date, certifying to the fulfillment of the conditions specified matters stated in Sections 5.1(a) 5.1 and (b) in 5.2 and such other matters as the form attached hereto as Exhibit G.Investors reasonably request.
Appears in 1 contract
Sources: Preferred Stock Purchase Agreement (Control Delivery Systems Inc/Ma)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Initial Closing Date or the Subsequent Closing Date, as applicable, and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a), (b), (e) and (b) in the form attached hereto as Exhibit G.f).
Appears in 1 contract
Sources: Securities Purchase Agreement (Odyssey Marine Exploration Inc)
Compliance Certificate. The Company shall have delivered to each Purchaser Buyer a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a7(a) and (b) in the form attached hereto as Exhibit G.hereof.
Appears in 1 contract
Sources: Subscription, Purchase and Investment Agreement (GlobalOptions Group, Inc.)
Compliance Certificate. The Company shall have delivered to each Purchaser such Class F Investor a certificate, dated as certificate of the Closing Date and signed Company, executed by its the Chief Executive Officer or its Chief Financial Officerof the Company, dated as of the Closing Date, and certifying as to the fulfillment of the conditions specified in Sections 5.1(a) 5.1 and (b) in the form attached hereto as Exhibit G.5.2.
Appears in 1 contract
Compliance Certificate. The Company shall have delivered to each the Purchaser a certificatecertificate of the Company, executed by an officer of the Company, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) 5.1 and (b) in the form attached hereto as Exhibit G.5.2 of this Agreement.
Appears in 1 contract
Sources: Series D Preferred Stock Purchase Agreement (Mobinetix Systems Inc)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or and its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a), (b), (e) (f) and (bi) in the form attached hereto as Exhibit G.D.
Appears in 1 contract
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of certificate executed by the Closing Date President and signed by its Chief Executive Officer or its and the Executive Vice President and Chief Financial OfficerOfficer of the Company, dated as of the Closing Date, and certifying as to the fulfillment of the conditions specified in Sections 5.1(a) 5.1 and (b) in the form attached hereto as Exhibit G.5.2 of this Agreement. 5.6
Appears in 1 contract
Sources: Common Stock Purchase Agreement
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as executed by the President or a Vice President of the Closing Date and signed by its Chief Executive Officer or its Chief Financial OfficerCompany, dated as of the Closing Date, certifying to the fulfillment of the conditions specified set forth in Sections 5.1(a) 6.02, 6.03 and (b) in the form attached hereto as Exhibit G.6.04.
Appears in 1 contract
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the each Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the applicable Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.
Appears in 1 contract
Sources: Securities Purchase Agreement (Anthera Pharmaceuticals Inc)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or and its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a5.1(a), (b), (f) and (bi) in the form attached hereto as Exhibit G.F.
Appears in 1 contract
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b5.1(b) in the form attached hereto as Exhibit G.H.
Appears in 1 contract
Sources: Securities Purchase Agreement (SAB Biotherapeutics, Inc.)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in substantially the form attached hereto as Exhibit G.F.
Appears in 1 contract
Sources: Securities Purchase Agreement (Strongbridge Biopharma PLC)
Compliance Certificate. The Company shall have delivered to each the Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a), (b), (c), (d) and (b) in the form attached hereto as Exhibit G.f); and
Appears in 1 contract
Compliance Certificate. The Company shall have delivered to each Purchaser the Closing Agent a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.E.
Appears in 1 contract
Sources: Subscription Agreement (Oriental Financial Group Inc)
Compliance Certificate. The Company shall have delivered to each the Purchaser a certificate, dated as executed on behalf of the Closing Date and signed Company by its the Chief Executive Officer or its Chief Financial OfficerOfficer of the Company, dated as of the Closing Date, and certifying to the fulfillment of the conditions specified in Sections 5.1(a) 4.1 and (b) in the form attached hereto as Exhibit G.4.2.
Appears in 1 contract
Sources: Common Stock and Warrant Purchase Agreement (Pixar \Ca\)
Compliance Certificate. The Company shall have delivered to each Purchaser a certificate, dated as of the Closing Date and signed by its Chief Executive Officer or its Interim Chief Financial Officer, dated as of the Closing Date, certifying to the fulfillment of the conditions specified in Sections 5.1(a) and (b) in the form attached hereto as Exhibit G.
Appears in 1 contract
Sources: Securities Purchase Agreement (Streamline Health Solutions Inc.)
Compliance Certificate. The Company shall have delivered to each the Purchaser a certificate, dated as form of compliance certificate of the Closing Date and signed Company in the form of Exhibit F hereto, executed by its the Chief Executive Officer or its Chief Financial Officerof the Company, dated as of the Closing Date, and certifying to the fulfillment of the conditions specified in Sections 5.1(a) 5.1, 5.2 and (b) in the form attached hereto as Exhibit G.5.5 of this Agreement.
Appears in 1 contract
Sources: Series a Preferred Stock Purchase Agreement (Insweb Corp)
Compliance Certificate. The Company shall have delivered to each Purchaser the Purchasers a certificate, dated as executed by the President of the Company, dated the Initial Closing Date and signed by its Chief Executive Officer or its Chief Financial Officer, dated as of the any Subsequent Closing Date, as applicable, certifying to the fulfillment of the conditions specified in Sections 5.1(a) subsections 5.1, 5.2, and (b) in the form attached hereto as Exhibit G.5.5 of this Agreement.
Appears in 1 contract
Sources: Series B Convertible Preferred Stock Purchase Agreement (Sequoia Software Corp)