Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have a Material Adverse Effect.
Appears in 199 contracts
Sources: Master Exchange Agreement (Beneficient Co Group, L.P.), Securities Purchase Agreement (Boston Therapeutics, Inc.), Master Exchange Agreement (GWG Holdings, Inc.)
Compliance. Neither the Company nor any Subsidiary Subsidiary: (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any judgment, decree or order of any court, arbitrator or governmental body, body or (iii) is or has been in violation of any statute, rule rule, ordinance or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business and all such laws that affect the environment, except in each case as could not have or reasonably be expected to result in a Material Adverse Effect.
Appears in 88 contracts
Sources: Note Purchase Agreement (Sky Quarry Inc.), Note Purchase Agreement (Pure Bioscience, Inc.), Note Purchase Agreement (Pure Bioscience, Inc.)
Compliance. Neither the Company nor any Subsidiary Subsidiary: (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not not, individually or in the aggregate, have or result in a Material Adverse Effect.
Appears in 60 contracts
Sources: Convertible Note Purchase Agreement, Securities Purchase Agreement (Voiceserve Inc), Securities Purchase Agreement (Voiceserve Inc)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable relating to its business taxes, environmental protection, occupational health and safety, product quality and safety and employment and labor matters, except in each case as could not not, individually or in the aggregate, have or result in a Material Adverse Effect.
Appears in 42 contracts
Sources: Securities Purchase Agreement (Global Epoint Inc), Securities Purchase Agreement (Bio Key International Inc), Securities Purchase Agreement (Radview Software LTD)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable relating to its business taxes, environmental protection, occupational health and safety, product quality and safety and employment and labor matters, except in each case as could not not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect.
Appears in 32 contracts
Sources: Securities Purchase Agreement (Roomlinx Inc), Securities Purchase Agreement (Energy Focus, Inc/De), Securities Purchase Agreement (Roomlinx Inc)
Compliance. Neither the Company nor any Subsidiary (i) is in material default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) to the knowledge of the Company, is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business and all such laws that affect the environment, except in each case as could not have or reasonably be expected to result in a Material Adverse Effect.
Appears in 22 contracts
Sources: Note Purchase Agreement (CannLabs, Inc.), Securities Purchase Agreement (CannLabs, Inc.), Note Purchase Agreement (CannLabs, Inc.)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other similar agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business business, except in each case under clauses (i)-(iii) above as could not have a Material Adverse Effect.
Appears in 21 contracts
Sources: Securities Purchase Agreement (Catasys, Inc.), Securities Purchase Agreement (Catasys, Inc.), Securities Purchase Agreement (Catasys, Inc.)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would could reasonably be expected to result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authorityauthority or the Trading Market, including without limitation all foreign, federal, state and local laws applicable to its business business, except in each case as could would not have a Material Adverse Effect.
Appears in 18 contracts
Sources: Underwriting Agreement (Cytori Therapeutics, Inc.), Underwriting Agreement (Stemcells Inc), Underwriting Agreement (Provectus Biopharmaceuticals, Inc.)
Compliance. Neither the Company nor any Subsidiary Subsidiary: (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any judgment, decree or order of any court, arbitrator or governmental body, body or (iii) is or has been in violation of any statute, rule rule, ordinance or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business and all such laws that affect the environment, except in each case as could not have reasonably be expected to result in a Material Adverse Effect.
Appears in 16 contracts
Sources: Securities Purchase Agreement (AMERICAN POWER GROUP Corp), Securities Purchase Agreement (Aeterna Zentaris Inc.), Securities Purchase Agreement (Greenman Technologies Inc)
Compliance. Neither the Company nor any Subsidiary (ia) is in material default under or in material violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in material default under or that it is in material violation of, any indenture, loan or credit agreement or any other similar agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (iib) is in violation of any order of any court, arbitrator or governmental body, or (iiic) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have a Material Adverse Effect.
Appears in 15 contracts
Sources: Securities Purchase Agreement (Boston Carriers, Inc.), Stock Purchase Agreement (Ascent Solar Technologies, Inc.), Share Subscription Agreement (NewLead Holdings Ltd.)
Compliance. Neither the Company nor any Subsidiary Subsidiary: (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other material agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived)) and such default or violation has not been cured, (ii) is in violation of any judgment, decree or order of any court, arbitrator or governmental body, body or (iii) is or has been in violation of any statute, rule rule, ordinance or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business and all such laws that affect the environment, except in each case of the foregoing cases as may otherwise be disclosed herein or in any Schedule hereto or as could not have or reasonably be expected to result in a Material Adverse Effect.
Appears in 13 contracts
Sources: Securities Purchase Agreement (Comstock Inc.), Securities Purchase Agreement (Comstock Inc.), Securities Purchase Agreement (Comstock Inc.)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other similar agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have a Material Adverse Effect.
Appears in 12 contracts
Sources: Convertible Preferred Stock Purchase Agreement (POSITIVEID Corp), Securities Purchase Agreement (Advanced Cell Technology, Inc.), Stock Purchase Agreement (POSITIVEID Corp)
Compliance. Neither the Company nor any Subsidiary Subsidiary: (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) to the knowledge of the Company, is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not not, individually or in the aggregate, have or result in a Material Adverse Effect.
Appears in 11 contracts
Sources: Securities Purchase Agreement (8x8 Inc /De/), Securities Purchase Agreement (Avi Biopharma Inc), Securities Purchase Agreement (Avi Biopharma Inc)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received written notice of a claim that it is in default under or that it is in violation ofunder, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business business, except in each case as could would not have a Material Adverse Effect.
Appears in 10 contracts
Sources: Securities Purchase Agreement (Attunity LTD), Securities Purchase Agreement (Verticalnet Inc), Securities Purchase Agreement (Verticalnet Inc)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable relating to its business taxes, environmental protection, occupational health and safety, product quality and safety and employment and labor matters, except in each case as could not not, individually or in the aggregate, reasonably be expected to have or result in a Material Adverse Effect.
Appears in 10 contracts
Sources: Securities Purchase Agreement (International Isotopes Inc), Securities Purchase Agreement (International Isotopes Inc), Securities Purchase Agreement (Rexahn Pharmaceuticals, Inc.)
Compliance. Neither the Company nor any Subsidiary Subsidiary: (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any judgment, decree, or order of any court, arbitrator or governmental body, body or (iii) is or has been in violation of any statute, rule rule, ordinance or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business and all such laws that affect the environment, except in each case as could not have or reasonably be expected to result in a Material Adverse Effect.
Appears in 9 contracts
Sources: Securities Purchase Agreement (Biomoda Inc/Nm), Securities Purchase Agreement (Us Geothermal Inc), Securities Purchase Agreement (NMT Medical Inc)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable relating to its business taxes, environmental protection, occupational health and safety, product quality and safety and employment and labor matters, except in each case as could not does not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect.
Appears in 9 contracts
Sources: Securities Purchase Agreement (Azco Mining Inc), Securities Purchase Agreement (Solar Thin Films, Inc.), Securities Purchase Agreement (American United Global Inc)
Compliance. Neither Except as would not, individually or in the aggregate, reasonably be expected to have or result in a Material Adverse Effect, (i) neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received written notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) neither the Company nor any Subsidiary is in violation of any order of any court, arbitrator or governmental body, or (iii) neither the Company nor any Subsidiary is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have a Material Adverse Effect.
Appears in 9 contracts
Sources: Securities Purchase Agreement (Tauriga Sciences, Inc.), Securities Purchase Agreement (Cereplast Inc), Securities Purchase Agreement (Cereplast Inc)
Compliance. Neither the Company nor any Subsidiary (ia) is in material default under or in material violation of (and of(and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in material default under or that it is in material violation of, any indenture, loan or credit agreement or any other similar agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (iib) is in violation of any order of any court, arbitrator or governmental body, or (iiic) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have a Material Adverse Effect.
Appears in 8 contracts
Sources: Securities Purchase Agreement (Ascent Solar Technologies, Inc.), Securities Purchase Agreement (Ascent Solar Technologies, Inc.), Securities Purchase Agreement (Ascent Solar Technologies, Inc.)
Compliance. Neither the The Company nor any Subsidiary (i) is not in violation of any provision of the Company’s certificate of incorporation or bylaws as currently in effect, (ii) is not in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (iiiii) is not in violation of any order of any court, arbitrator or governmental body, or (iiiiv) is not or has not been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business business, except in each case (other than with respect to clause (i) above) for such defaults or violations as could would not have a Material Adverse Effect.
Appears in 7 contracts
Sources: Common Stock Purchase Agreement (Exicure, Inc.), Common Stock Purchase Agreement (Exicure, Inc.), Common Stock Purchase Agreement (Exicure, Inc.)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could would not have a Material Adverse Effect.
Appears in 7 contracts
Sources: Securities Purchase Agreement (Active Power Inc), Subscription Agreement (Technoconcepts, Inc.), Securities Purchase Agreement (Large Scale Biology Corp)
Compliance. Neither the Company nor any Subsidiary subsidiary: (i) is in material default under under, or in material violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary subsidiary under), nor has the Company or any Subsidiary subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), ; (ii) is in violation of any nay order of any court, arbitrator or governmental authority or regulatory body, or ; (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have a Material Adverse Effectlaw.
Appears in 6 contracts
Sources: Investment Agreement (Axxess Pharma Inc.), Investment Agreement (iHookup Social, Inc.), Investment Agreement (iHookup Social, Inc.)
Compliance. Neither the Company nor any Subsidiary Subsidiary: (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any judgment, decree or order of any court, arbitrator or other governmental body, authority or (iii) is or has been in violation of any statute, rule rule, ordinance or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable relating to its the business of the Company or such Subsidiary, except in each case as could not have or reasonably be expected to result in a Material Adverse Effect.
Appears in 6 contracts
Sources: Underwriting Agreement (NeoVolta Inc.), Underwriting Agreement (Aclarion, Inc.), Underwriting Agreement (Aclarion, Inc.)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have a Material Adverse Effect.
Appears in 6 contracts
Sources: Securities Purchase Agreement (Workstream Inc), Securities Purchase Agreement (Workstream Inc), Securities Purchase Agreement (Workstream Inc)
Compliance. Neither the Company nor any Subsidiary Subsidiary: (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any judgment, decree or order of any court, arbitrator or governmental body, body or (iii) is or has been in violation of any statute, rule rule, ordinance or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business and all such laws that affect the environment, except as would not, individually or in each case as could not have the aggregate, result in a Material Adverse Effect.
Appears in 5 contracts
Sources: Securities Purchase Agreement (Biosante Pharmaceuticals Inc), Securities Purchase Agreement (Biosante Pharmaceuticals Inc), Securities Purchase Agreement (Biosante Pharmaceuticals Inc)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental bodyGovernmental Body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable relating to its business taxes, environmental protection, occupational health and safety, product quality and safety and employment and labor matters, except in each case as could not not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect.
Appears in 5 contracts
Sources: Securities Purchase Agreement (E-Home Household Service Holdings LTD), Securities Purchase Agreement (E-Home Household Service Holdings LTD), Securities Purchase Agreement (CBAK Energy Technology, Inc.)
Compliance. Neither the The Company nor any Subsidiary (i) is not in default under or in violation of (and and, to the Company’s knowledge, no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received written notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other similar agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental bodybody applicable to the Company, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authorityauthority applicable to the Company, including without limitation all foreign, federal, state and local laws applicable to its business business, except in each case of the cases referenced in clauses (i), (ii) and (iii) above as could would not have a Material Adverse Effect.
Appears in 5 contracts
Sources: Securities Purchase Agreement (NYXIO TECHNOLOGIES Corp), Securities Purchase Agreement (Bionovo Inc), Securities Purchase Agreement (Marina Biotech, Inc.)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could would not reasonably be expected to have a Material Adverse Effect.
Appears in 5 contracts
Sources: Securities Purchase Agreement (Panamerican Bancorp), Common Stock and Warrant Purchase Agreement (Arrowhead Research Corp), Securities Purchase Agreement (Panamerican Bancorp)
Compliance. Neither the Company nor any Subsidiary subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary subsidiary under), nor has the Company or any Subsidiary subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable relating to its business taxes, environmental protection, occupational health and safety, product quality and safety and employment and labor matters, except in each case as could not would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect.
Appears in 5 contracts
Sources: Subscription Agreement (Arrowhead Research Corp), Stock Purchase Agreement (Avanir Pharmaceuticals), Stock Purchase Agreement (Avanir Pharmaceuticals)
Compliance. Neither the Company nor any the Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any the Subsidiary under), nor has the Company or any the Subsidiary received written notice of a claim that it is in default under or that it is in violation ofunder, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statutelaw, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could would not have a Material Adverse Effect.
Appears in 5 contracts
Sources: Stock Purchase Agreement (ScoutCam Inc.), Stock Purchase Agreement (ScoutCam Inc.), Securities Purchase Agreement (Save Foods Inc.)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental or regulatory authority, including without limitation all foreign, federal, state and local laws and all rules and regulations of any Trading Market, in each case, applicable to its business or assets except in each case as could would not have a Material Adverse Effect.
Appears in 5 contracts
Sources: Securities Purchase Agreement, Securities Purchase Agreement (Inovio Biomedical Corp), Securities Purchase Agreement (Inovio Biomedical Corp)
Compliance. Neither the Company nor any Subsidiary Subsidiary: (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), ; (ii) is in violation of any judgment, decree or order of any court, arbitrator or other governmental body, authority; or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, applicable federal, state provincial, territorial, state, municipal, local and local laws applicable to foreign laws, regulations, orders and decrees governing its business business, except in each case as where noncompliance would not, singularly or in the aggregate could not have or reasonably be expected to result in a Material Adverse Effect.
Appears in 5 contracts
Sources: Securities Purchase Agreement (Siyata Mobile Inc.), Securities Purchase Agreement (Siyata Mobile Inc.), Securities Purchase Agreement (Siyata Mobile Inc.)
Compliance. Neither Except as set forth in the SEC Reports or on Schedule 3.1(l), neither the Company nor any Subsidiary (i) is in material default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other material agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have a Material Adverse Effect.
Appears in 5 contracts
Sources: Securities Purchase Agreement (Callisto Pharmaceuticals Inc), Securities Purchase Agreement (Callisto Pharmaceuticals Inc), Securities Purchase Agreement (Callisto Pharmaceuticals Inc)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental bodybody having jurisdiction over the Company or its properties or assets, or (iii) is or has been in violation of, or in receipt of notice that it is in violation of, any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws authority applicable to its business the Company, except in each case as could not not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect.
Appears in 4 contracts
Sources: Securities Purchase Agreement (Mathstar Inc), Securities Purchase Agreement (International Fight League, Inc.), Securities Purchase Agreement (International Fight League, Inc.)
Compliance. Neither Except as disclosed in the SEC Reports, the Registration Statement or the Prospectus, neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business business, except in each case as could not have a Material Adverse Effect.
Appears in 4 contracts
Sources: Securities Purchase Agreement (Focus Enhancements Inc), Securities Purchase Agreement (Focus Enhancements Inc), Securities Purchase Agreement (Focus Enhancements Inc)
Compliance. Neither the Company nor any Subsidiary of its Subsidiaries (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary of its Subsidiaries under), nor has the Company or any Subsidiary of its Subsidiaries received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental bodybody having jurisdiction over the Company or its properties or assets, or (iii) is or has been in violation of, or in receipt of notice that it is in violation of, any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws authority applicable to its business the Company, except in each case as could not would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 4 contracts
Sources: Securities Purchase Agreement (I-Level Media Group Inc), Securities Purchase Agreement (BTHC VII Inc), Securities Purchase Agreement (Castle Brands Inc)
Compliance. Neither Except as would not, individually or in the aggregate, have or be reasonably likely to result in a Material Adverse Effect, (i) neither the Company nor any the Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any the Subsidiary under), nor has the Company or any the Subsidiary received written notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement (including any Material Contract) or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) neither the Company nor the Subsidiary is in violation of any order of any court, arbitrator or governmental body, or (iii) neither the Company nor the Subsidiary is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have a Material Adverse Effect.
Appears in 4 contracts
Sources: Securities Purchase and Registration Rights Agreement, Securities Purchase and Registration Rights Agreement (AIT Therapeutics, Inc.), Securities Purchase and Registration Rights Agreement (AIT Therapeutics, Inc.)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other material agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have a Material Adverse Effect.
Appears in 4 contracts
Sources: Securities Purchase Agreement (Advanced Cell Technology, Inc.), Securities Purchase Agreement (Advanced Cell Technology, Inc.), Securities Purchase Agreement (Advanced Cell Technology, Inc.)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have a Material Adverse Effectand all such laws that affect the environment.
Appears in 4 contracts
Sources: 7% Senior Secured Note Purchase Agreement (Vendingdata Corp), Securities Put Agreement (Vendingdata Corp), Securities Put Agreement (Vendingdata Corp)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived)bound, (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business and all such laws that affect the environment, except in each case as could reasonably be expected to not have a Material Adverse Effect.
Appears in 4 contracts
Sources: Securities Purchase Agreement, Securities Purchase Agreement (Amarin Corp Plc\uk), Securities Purchase Agreement (Amarin Corp Plc\uk)
Compliance. Neither the Company nor any of its Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have a Material Adverse Effect.
Appears in 3 contracts
Sources: Securities Purchase Agreement (Pharmafrontiers Corp), Securities Purchase Agreement (Pharmafrontiers Corp), Securities Purchase Agreement (Pharmafrontiers Corp)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental bodyGovernmental Authority, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authorityLaw, including without limitation all foreign, federal, state and local laws applicable to its business and all such laws that affect the environment, except in each case as could would not have or reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Sources: Securities Purchase Agreement (Corsair Capital LLC), Securities Purchase Agreement (NewStar Financial, Inc.), Securities Purchase Agreement (Capital Z Partners LTD)
Compliance. Neither To the Company nor any Subsidiary knowledge of the Company, the Company: (i) is not in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Seller or the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), ; (ii) is not in violation of any order of any court, arbitrator or governmental body, or ; and (iii) is or not and has not been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have a Material Adverse Effect.
Appears in 3 contracts
Sources: Stock Purchase Agreement (Zenitech Corp), Stock Purchase Agreement (Lyons Liquors Inc.), Stock Purchase Agreement (Nyc Moda Inc)
Compliance. Neither None of the Existing Company nor any Subsidiary Entities (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the an Existing Company or any Subsidiary Entity under), nor has the any Existing Company or any Subsidiary Entity received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable relating to its business taxes, environmental protection, occupational health and safety, product quality and safety and employment and labor matters, except in each case case, such as could not not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Sources: Securities Purchase Agreement (8888 Acquisition CORP), Securities Purchase Agreement (8888 Acquisition CORP), Securities Purchase Agreement (Fashion Tech International Inc)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case of clause (i), (ii) and (iii) as could not have a Material Adverse Effect.
Appears in 3 contracts
Sources: Securities Purchase Agreement (Tripath Technology Inc), Securities Purchase Agreement (Tripath Technology Inc), Securities Purchase Agreement (Tripath Technology Inc)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received written notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable relating to its business taxes, environmental protection, occupational health and safety, product quality and safety and employment and labor matters, except in each case as could not not, individually or in the aggregate, reasonably be expected to have or result in a Material Adverse Effect.
Appears in 3 contracts
Sources: Securities Purchase Agreement (Corvis Corp), Securities Purchase Agreement (Avanex Corp), Securities Purchase Agreement (Avanex Corp)
Compliance. Neither the Company nor any Subsidiary The Company:
(ia) is not in default under or in violation of (and and, to the Company's actual knowledge, no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), ;
(iib) is not in violation of any order of any court, arbitrator or governmental body; or
(c) to the Company's actual knowledge, or (iii) is or has been not in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not not, individually or in the aggregate, have or result in a Material Adverse Effect.
Appears in 3 contracts
Sources: Securities Purchase Agreement (Geocom Resources Inc), Securities Purchase Agreement (Geocom Resources Inc), Securities Purchase Agreement (Geocom Resources Inc)
Compliance. Neither None of the Company nor any Subsidiary Significant Subsidiary, except in each case as would not, individually or in the aggregate, reasonably be expected to have or result in a Material Adverse Effect, (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Significant Subsidiary under), nor has the Company or any Significant Subsidiary received written notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, body or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have a Material Adverse Effect.
Appears in 3 contracts
Sources: Securities Purchase Agreement (Vyyo Inc), Securities Purchase Agreement (Vyyo Inc), Securities Purchase Agreement (Vyyo Inc)
Compliance. Neither To the knowledge of the Company, neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties Property is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental bodyGovernmental Authority, or (iii) is or has been in violation of any statuteApplicable Law, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have a Material Adverse Effect.
Appears in 3 contracts
Sources: Share Purchase Agreement (Lorus Therapeutics Inc), Share Purchase Agreement (Lorus Therapeutics Inc), Share Purchase Agreement (ConPharm)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of, or has received any notice of violation relating to, any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have which would reasonably be expected to result in a Material Adverse Effect.
Appears in 3 contracts
Sources: Placement Agency Agreement (Liqtech International Inc), Placement Agency Agreement (Liqtech International Inc), Placement Agency Agreement (Liqtech International Inc)
Compliance. Neither Except for defaults or violations which are not reasonably likely to have a Material Adverse Effect, neither the Company nor any its Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any its Subsidiary under), nor has the Company or any its Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have a Material Adverse Effectbusiness.
Appears in 3 contracts
Sources: Stock Purchase Agreement (Halozyme Therapeutics Inc), Stock Purchase Agreement (Halozyme Therapeutics Inc), Stock Purchase Agreement (Halozyme Therapeutics Inc)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not reasonably be expected to have a Material Adverse Effect.
Appears in 3 contracts
Sources: Securities Purchase Agreement (Dpac Technologies Corp), Securities Purchase Agreement (BJs RESTAURANTS INC), Securities Purchase Agreement (Spacedev Inc)
Compliance. Neither the The Company nor any Subsidiary (i) is not in violation of any provision of the Company’s certificate of incorporation or bylaws as currently in effect, (ii) is not in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (iiiii) is not in violation of any order of any court, arbitrator or governmental body, or (iii) is not or has not been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business business, except in each case (other than with respect to clause (i) above) for such defaults or violations as could would not have a Material Adverse Effect.
Appears in 3 contracts
Sources: Securities Issuance Agreement (Ziopharm Oncology Inc), Securities Issuance Agreement (Ziopharm Oncology Inc), Securities Purchase Agreement (Ziopharm Oncology Inc)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received written notice of a claim that it is in default under or that it is in violation ofunder, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could would not have a Material Adverse Effect.
Appears in 3 contracts
Sources: Securities Purchase Agreement (Itamar Medical Ltd.), Securities Purchase Agreement (Itamar Medical Ltd.), Securities Purchase Agreement (Itamar Medical Ltd.)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, (i) its articles of incorporation, articles of association, by-laws, or other organizational document, (ii) any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (iiiii) is in violation of any order of any court, arbitrator or governmental body, or (iiiiv) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each the case of (ii), (iii) or (iv) as could not have a Material Adverse Effect.
Appears in 3 contracts
Sources: Securities Subscription Agreement (Gentium S.p.A.), Securities Subscription Agreement (Gentium S.p.A.), Securities Subscription Agreement (Gentium S.p.A.)
Compliance. Neither The Company, except in each case as would not, individually or in the Company nor any Subsidiary aggregate, reasonably be expected to have or result in a Material Adverse Effect, (i) is not in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary underCompany), nor has the Company or any Subsidiary received written notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any applicable order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any applicable statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have a Material Adverse Effect.
Appears in 3 contracts
Sources: Securities Purchase Agreement (Imperial Resources, Inc.), Securities Purchase Agreement (Imperial Resources, Inc.), Securities Purchase Agreement (Imperial Resources, Inc.)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable relating to its business taxes, environmental protection, occupational health and safety, product quality and safety and employment and labor matters, except in each case as could as, individually or in the aggregate, are not reasonably likely to have or result in a Material Adverse Effect.
Appears in 3 contracts
Sources: Securities Purchase Agreement (Aspen Technology Inc /De/), Securities Purchase Agreement (Aspen Technology Inc /De/), Securities Purchase Agreement (Aspen Technology Inc /De/)
Compliance. Neither To the Company’s knowledge, neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any material indenture, loan or credit agreement or any other material agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived)bound, (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, federal and state and local laws applicable to its business except business, except, in each case as could would not have a Material Adverse Effect.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Manas Petroleum Corp), Securities Purchase Agreement (Express Systems Corp)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received is in receipt of notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could would not have a Material Adverse Effect.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Oxis International Inc), Securities Purchase Agreement (Oxis International Inc)
Compliance. Neither the Company nor any Subsidiary Subsidiary: (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable relating to its business taxes, environmental protection, occupational health and safety, product quality and safety and employment and labor matters, except in each case as could not not, individually or in the aggregate, have or result in a Material Adverse Effect.
Appears in 2 contracts
Sources: Securities Purchase Agreement (I Stat Corporation /De/), Securities Purchase Agreement (I Stat Corporation /De/)
Compliance. Neither To the Company nor any Subsidiary Company's knowledge, it is not: (i) is in ---------- default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could would not reasonably be expected to, individually or in the aggregate, have or result in a Material Adverse Effect.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Questcor Pharmaceuticals Inc), Securities Purchase Agreement (Questcor Pharmaceuticals Inc)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable relating to its business taxes, environmental protection, occupational health and safety, product quality and safety and employment and labor matters, except in each case as could not have reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Sources: Placement Agent Agreement (Adventrx Pharmaceuticals Inc), Placement Agent Agreement (Adventrx Pharmaceuticals Inc)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received written notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business business, except in each case as could not have a Material Adverse Effect.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Relationserve Media Inc), Recapitalization Agreement (Sendtec, Inc.)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authorityauthority or Trading Market, including without limitation all foreign, federal, state and local laws applicable to its business business, except as disclosed in the SEC Reports or except in each the case of clauses (i), (ii) and (iii) as could would not have or reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Pharmos Corp), Securities Purchase Agreement (Pharmos Corp)
Compliance. Neither To the Company's knowledge, neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any material indenture, loan or credit agreement or any other material agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived)bound, (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, federal and state and local laws applicable to its business except business, except, in each case as could would not have a Material Adverse Effect.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Synova Healthcare Group Inc), Securities Purchase Agreement (Synova Healthcare Group Inc)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could would not reasonably be likely to have a Material Adverse Effect.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Genius Products Inc), Securities Purchase Agreement (Genius Products Inc)
Compliance. Neither the The Company nor any Subsidiary (i) is not in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not except to the extent such default or violation has been waived), (ii) is not in violation of any order of any court, arbitrator or governmental body, or and (iii) is or not and has not been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable relating to its business taxes, employment and labor matters, except in each case as could not would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Sources: Subscription Agreement (JR Resources Corp.), Subscription Agreement (Dakota Territory Resource Corp)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any material indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have a Material Adverse Effect.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Nutrition 21 Inc), Securities Purchase Agreement (Nutrition 21 Inc)
Compliance. Neither the Company nor any Significant Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary undersuch subsidiary), nor has the Company or any Subsidiary such subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable relating to its business taxes, environmental protection, occupational health and safety, product quality and safety and employment and labor matters, except in each case as could not not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Sources: Securities Purchase Agreement (ICO Global Communications (Holdings) LTD), Securities Purchase Agreement (Highland Capital Management Lp)
Compliance. Neither the Company GWG nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company GWG or any Subsidiary under), nor has the Company GWG or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have a Material Adverse Effect.
Appears in 2 contracts
Sources: Master Exchange Agreement (Beneficient Co Group, L.P.), Master Exchange Agreement (GWG Holdings, Inc.)
Compliance. Neither the Company nor any Subsidiary (ia) is in material default under or in material violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in material default under or that it is in material violation of, any indenture, loan or credit agreement or any other similar agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (iib) is in violation of any order of any court, arbitrator or governmental body, or (iiic) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Sources: Common Stock Purchase Agreement (Uluru Inc.), Common Stock Purchase Agreement (Uluru Inc.)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received written notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable relating to its business taxes, environmental protection, occupational health and safety, product quality and safety and employment and labor matters, except in each case as could not not, individually or in the aggregate, have or result in a Material Adverse Effect.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Dreams Inc), Securities Purchase Agreement (Dreams Inc)
Compliance. Neither the Company nor any Subsidiary Subsidiary: (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), ) or (ii) is in violation of any judgment, decree or order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any other governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have a Material Adverse Effect.
Appears in 2 contracts
Sources: Underwriting Agreement (Bright Green Corp), Securities Purchase Agreement (Akers Biosciences, Inc.)
Compliance. Neither Except as disclosed in the Company’s SEC Reports, neither the Company nor any Subsidiary Subsidiary, except in each case as could not, individually or in the aggregate, reasonably be expected to have or result in a Material Adverse Effect, (i) is in default under or in violation of (and no event has occurred that has not or will not have been waived prior to Closing that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received written notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or bound, which default has not such default or violation has been waived)waived in writing, (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any law, statute, rule or regulation of any governmental or regulatory authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have a Material Adverse Effect.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Akorn Inc), Securities Purchase Agreement (Akorn Inc)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable relating to its business taxes, environmental protection, occupational health and safety, product quality and safety and employment and labor matters, except in each case as could not would not, individually or in the aggregate, have or result in a Material Adverse Effect.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Blue Rhino Corp), Securities Purchase Agreement (Blue Rhino Corp)
Compliance. Neither Except as described in Schedule 3.1(u) or in the SEC Reports, neither the Company nor any Subsidiary Material Subsidiary, except in each case as would not, individually or in the aggregate, reasonably be expected to have or result in a Material Adverse Effect, (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Material Subsidiary under), nor has the Company or any Material Subsidiary received written notice of a claim that it is in default under or that it is in violation of, any material indenture, loan or credit agreement or any other material agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any material statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have a Material Adverse Effect.
Appears in 2 contracts
Sources: Share Purchase Agreement, Share Purchase Agreement (Neophotonics Corp)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable relating to its business environmental protection, occupational health and safety, product quality and safety and employment and labor matters, except in each case as could not not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Axion Power International, Inc.), Securities Purchase Agreement (Axion Power International, Inc.)
Compliance. Neither the Company nor any Subsidiary The Company:
(ia) is not in default under or in violation of (and and, to the Company's actual knowledge, no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), ;
(iib) is not in violation of any order of any court, arbitrator or governmental body; or
(c) to the Company's actual knowledge, or (iii) is or has been not in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not not, individually or in the aggregate, have or result in a Material Adverse Effect.. D/JLM/630371.1
Appears in 2 contracts
Sources: Securities Purchase Agreement (Geocom Resources Inc), Securities Purchase Agreement (Geocom Resources Inc)
Compliance. Neither Except as would not, individually or in the aggregate, reasonably be expected to have or result in a Material Adverse Effect, (i) neither the Company nor any Subsidiary (i) is not in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received written notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) neither the Company nor any Subsidiary is in violation of any order of any court, arbitrator or governmental body, or (iii) neither the Company nor any Subsidiary is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have a Material Adverse Effect.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Kinderhook Partners, Lp), Securities Purchase Agreement (Liberator Medical Holdings, Inc.)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or or, to the Knowledge of the Company, has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business business, except in the case of each case of (i), (ii) and (iii) as could would not reasonably be expected to have a Material Adverse Effect.
Appears in 2 contracts
Sources: Securities Purchase Agreement (World Waste Technologies Inc), Securities Purchase Agreement (World Waste Technologies Inc)
Compliance. Neither the Company nor any Subsidiary Subsidiary: (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any judgment, decree or order of any court, arbitrator or other governmental body, authority or (iii) is or has been in violation of any statute, rule rule, ordinance or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business Laws, except in each case in clauses (i), (ii) and (iii) as could would not have or reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Compugen LTD), Securities Purchase Agreement (Compugen LTD)
Compliance. Neither the The Company nor any Subsidiary (i) is not in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is not in violation of any order of any court, arbitrator or governmental body, or (iii) is or not nor has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have a Material Adverse Effect.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Power 3 Medical Products Inc), Securities Purchase Agreement (Power 3 Medical Products Inc)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business business, except in each case as could would not have a Material Adverse Effect.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Novavax Inc), Securities Purchase Agreement (Novavax Inc)
Compliance. Neither the Company nor any Subsidiary Subsidiary: (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any judgment, decree or order of any court, arbitrator or other governmental bodyauthority having jurisdiction over the Company or any Subsidiary, or to which any of their respective properties or assets is subject or (iii) is or has in the past three (3) years been in violation of any statute, rule rule, ordinance or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable relating to its business taxes, environmental protection, occupational health and safety, product quality and safety and employment and labor matters, except in each case as could not have or reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Sources: Underwriting Agreement (Actuate Therapeutics, Inc.), Underwriting Agreement (Actuate Therapeutics, Inc.)
Compliance. Neither the Company nor any Subsidiary Subsidiary: (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authorityGovernmental Authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not not, individually or in the aggregate, have or result in a Material Adverse Effect.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Emagin Corp), Securities Purchase Agreement (Emagin Corp)
Compliance. Neither the Company nor any Subsidiary of its Subsidiaries (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary of its Subsidiaries under), nor has the Company or any Subsidiary of its Subsidiaries received written notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental bodybody having jurisdiction over the Company or its properties or assets, or (iii) is or has been in violation of, or in receipt of written notice that it is in violation of, any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws authority applicable to its business the Company, except in each case as could not would not, individually or in the aggregate, have a Material Adverse Effect.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Titan Pharmaceuticals Inc), Securities Purchase Agreement (Wonder Auto Technology, Inc)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable relating to its business taxes, environmental protection, occupational health and safety, product quality and safety and employment and labor matters, except in each case as could not would not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Captech Financial Group, Inc), Securities Purchase Agreement (Irvine Sensors Corp/De/)
Compliance. Neither the Company nor any Subsidiary (i) is ---------- in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have a Material Adverse Effect.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Pacific Cma Inc), Securities Purchase Agreement (Sinovac Biotech LTD)
Compliance. Neither the Company nor any Subsidiary No Loan Party (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary such Loan Party under), nor has the Company or any Subsidiary such Loan Party received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound bound, in each case, relating to a material obligation to be made thereunder by such Loan Party (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or and (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have a Material Adverse Effect.
Appears in 2 contracts
Sources: Loan Agreement (Universal Property Development & Acquisition Corp), Loan Agreement (Continental Fuels, Inc.)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could is not expected to have a Material Adverse Effect.
Appears in 2 contracts
Sources: Subscription Agreement (Chelsea Therapeutics International, Ltd.), Subscription Agreement (Chelsea Therapeutics International, Ltd.)
Compliance. Neither the Company nor any Subsidiary (i) is in material default under or in material violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in material default under or that it is in material violation of, any indenture, loan or credit agreement or any other material agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have a Material Adverse Effect.
Appears in 2 contracts
Sources: Preferred Stock Purchase Agreement (Cord Blood America, Inc.), Preferred Stock Purchase Agreement (Cord Blood America, Inc.)
Compliance. Neither the Company nor any Subsidiary Subsidiary: (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement agreement, certificate of designations, or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not not, individually or in the aggregate, have or result in a Material Adverse Effect.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Thinkpath Inc), Securities Purchase Agreement (Thinkpath Inc)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in material violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Sources: Securities Purchase Agreement (OneTravel Holdings, Inc.)
Compliance. Neither To the Company’s knowledge, neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary has not received written notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable relating to its business taxes, environmental protection, occupational health and safety, product quality and safety and employment and labor matters, except in each case as could not not, individually or in the aggregate, have or result in a Material Adverse Effect.
Appears in 1 contract
Sources: Securities Purchase Agreement (Hi Tech Pharmacal Co Inc)
Compliance. Neither the Company nor any Subsidiary Subsidiary: (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any judgment, decree or order of any court, arbitrator or governmental body, Governmental Entity or (iii) is or has been in violation of any statuteLaws, rule or regulation of any governmental authorityexcept, including without limitation all foreign, federal, state and local laws applicable to its business except in each case case, as could would not reasonably be expected to have a Material Adverse Effect.
Appears in 1 contract
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business and all such laws that affect the environment, except in each case of clauses (i) through (iii) above as could would not have reasonably be expected to result in a Material Adverse Effect.
Appears in 1 contract
Compliance. Neither the Company nor any Subsidiary (ia) is in material default under or in material violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a material default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in material default under or that it is in material violation of, any indenture, loan or credit agreement or any other similar agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (iib) is in violation of any order of any court, arbitrator or governmental body, or (iiic) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not have a Material Adverse Effectbusiness.
Appears in 1 contract
Sources: Securities Purchase Agreement (Genetic Technologies LTD)
Compliance. Neither the Company nor any Subsidiary Subsidiary: (i) is ---------- in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business except in each case as could not not, individually or in the aggregate, have or result in a Material Adverse Effect.
Appears in 1 contract
Sources: Secured Convertible Debenture Purchase Agreement (Achievement Tech Holdings Inc /Id/)
Compliance. Neither the The Company nor any Subsidiary is not (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary underCompany), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument Material Agreement to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable to its business business, except in each case as could not have or would not reasonably be expected to result in a Material Adverse Effect.
Appears in 1 contract
Sources: Securities Purchase Agreement (Cue Biopharma, Inc.)
Compliance. Neither the Company nor any Subsidiary (i) is in default under or in violation of (and no event has occurred that has not been waived that, with notice or lapse of time or both, would result in a default by the Company or any Subsidiary under), nor has the Company or any Subsidiary received notice of a claim that it is in default under or that it is in violation of, any indenture, loan or credit agreement or any other agreement or instrument to which it is a party or by which it or any of its properties is bound (whether or not such default or violation has been waived), (ii) is in violation of any order of any court, arbitrator or governmental body, or (iii) is or has been in violation of any statute, rule or regulation of any governmental authority, including without limitation all foreign, federal, state and local laws applicable relating to its business taxes, environmental protection, occupational health and safety, product quality and safety and employment and labor matters, except in each case as could not have not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect.
Appears in 1 contract
Sources: Securities Purchase Agreement (Satcon Technology Corp)