Corporate Existence. So long as the Buyer beneficially owns any Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the Buyer.
Appears in 463 contracts
Samples: Securities Purchase Agreement (C-Bond Systems, Inc), Securities Purchase Agreement (Trio Petroleum Corp.), Securities Purchase Agreement (Madison Technologies Inc.)
Corporate Existence. So long as the Buyer beneficially owns any Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assetsassets which would render the Company a “shell company” as such term is defined in Rule 144 of the Securities Act, except with the prior written consent of the Buyer.
Appears in 20 contracts
Samples: Securities Purchase Agreement (Propanc Biopharma, Inc.), Securities Purchase Agreement (Propanc Biopharma, Inc.), Securities Purchase Agreement (Propanc Biopharma, Inc.)
Corporate Existence. So long as the Buyer beneficially owns any Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s 's assets, except with the prior written consent of the Buyer.
Appears in 19 contracts
Samples: Securities Purchase Agreement (Vet Online Supply Inc), Note Purchase Agreement (Ando Holdings Ltd.), Securities Purchase Agreement (Freeseas Inc.)
Corporate Existence. So long as the Buyer beneficially owns any NoteSeries C Shares, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the Buyer.
Appears in 19 contracts
Samples: Series C Preferred Stock Purchase Agreement (Friendable, Inc.), Series C Preferred Stock Purchase Agreement (Ab International Group Corp.), Series C Preferred Stock Purchase Agreement (Ab International Group Corp.)
Corporate Existence. So long as the Buyer beneficially owns any NoteNote and/or the Warrant, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the Buyer.
Appears in 10 contracts
Samples: Securities Purchase Agreement (Quanta Inc), Securities Purchase Agreement (Good Hemp, Inc.), Securities Purchase Agreement (Arista Financial Corp.)
Corporate Existence. So long as the Buyer beneficially owns any NoteSeries A Shares, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the Buyer.
Appears in 10 contracts
Samples: Series a Preferred Stock Purchase Agreement (Samsara Luggage, Inc.), Series a Preferred Stock Purchase Agreement (Arias Intel Corp.), Form of Series a Preferred Stock Purchase Agreement (C-Bond Systems, Inc)
Corporate Existence. So long as the Buyer beneficially owns any Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with in the prior written consent event of a merger or consolidation or sale of all or substantially all of the BuyerCompany’s assets, where the surviving or successor entity in such transaction assumes the Company’s obligations hereunder and under the agreements and instruments entered into in connection herewith.
Appears in 8 contracts
Samples: Securities Purchase Agreement (Blue Sphere Corp.), Securities Purchase Agreement (Blue Sphere Corp.), Securities Purchase Agreement (Blue Sphere Corp.)
Corporate Existence. So The Company will, so long as the Buyer beneficially owns any the Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with in the prior written consent event of a merger or consolidation or sale of all or substantially all of the BuyerCompany’s assets, where the surviving or successor entity in such transaction assumes the Company’s obligations hereunder and under the agreements and instruments entered into in connection herewith.
Appears in 5 contracts
Samples: Note Purchase Agreement (Liberated Solutions, Inc.), Note Purchase Agreement (Liberated Solutions, Inc.), Note Purchase Agreement (Liberated Solutions, Inc.)
Corporate Existence. So long as the Buyer beneficially owns any NoteSeries B Shares, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the Buyer.
Appears in 5 contracts
Samples: Series B Preferred Stock Purchase Agreement (Edgemode, Inc.), Series B Preferred Stock Purchase Agreement (Touchpoint Group Holdings Inc.), Series B Preferred Stock Purchase Agreement (Touchpoint Group Holdings Inc.)
Corporate Existence. So long as the Buyer beneficially owns any the Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with in the prior written consent event of a merger or consolidation or sale of all or substantially all of the BuyerCompany’s assets, where the surviving or successor entity in such transaction assumes the Company’s obligations hereunder and under the agreements and instruments entered into in connection herewith.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Jaguar Health, Inc.), Securities Purchase Agreement (Jaguar Health, Inc.), Securities Purchase Agreement (Jaguar Health, Inc.)
Corporate Existence. So long as the Buyer beneficially owns any Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assetsassets outside the ordinary course of business in a transaction that would render the Company a shell company (as defined in Rule 405 under the Securities Act of 1933), except with the prior written consent of the Buyer...
Appears in 3 contracts
Samples: Securities Purchase Agreement (CurAegis Technologies, Inc.), Securities Purchase Agreement (CurAegis Technologies, Inc.), Securities Purchase Agreement (CurAegis Technologies, Inc.)
Corporate Existence. So long as the Buyer beneficially owns any the Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with assets without the prior written consent of the Buyer.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Greenway Technologies Inc), Securities Purchase Agreement (Greenway Technologies Inc), Securities Purchase Agreement (Greenway Technologies Inc)
Corporate Existence. So long as the Buyer beneficially owns any Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assetsassets which would render the Company a “shell company” (as defined in Rule 144), except with the prior written consent of the Buyer.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Laredo Oil, Inc.), Securities Purchase Agreement (Global Tech Industries Group, Inc.)
Corporate Existence. So long as the Buyer Buyers beneficially owns own any Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the BuyerBuyers.
Appears in 2 contracts
Samples: Securities Purchase Agreement (HealthLynked Corp), Securities Purchase Agreement (HealthLynked Corp)
Corporate Existence. So long as the any Buyer beneficially owns any NoteNotes, the Company shall maintain its corporate existence as a publicly traded entity whose stock is owned by its public shareholders and shall not sell all or substantially all of the Company’s assets, except in connection with a Change of Control (as defined in the prior written consent Notes) or Surviving Change (as defined in the Notes) where the Company complies with its obligations under Section 5 of the BuyerNotes.
Appears in 1 contract
Corporate Existence. So long as the Buyer beneficially owns any Notebond, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the Buyer.
Appears in 1 contract
Samples: Bond Purchase Agreement (Leader Capital Holdings Corp.)
Corporate Existence. So long as the Buyer beneficially owns any Noteshares of Series B Shares, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the Buyer.
Appears in 1 contract
Samples: Series B Preferred Stock Purchase Agreement (12 Retech Corp)
Corporate Existence. So long as the Buyer beneficially owns any NoteNote and/or the Warrant, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, in a transaction or series of transactions that would render it a “shell company” as defined in the Securities Exchange Act of 1934, as amended, except with the prior written consent of the Buyer.
Appears in 1 contract
Corporate Existence. So long as the Buyer beneficially owns any NoteNote and/or any of the Conversion Shares, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the Buyer.
Appears in 1 contract
Samples: Securities Purchase Agreement (Pharmagreen Biotech Inc.)
Corporate Existence. So long as the Buyer Investor beneficially owns any Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the BuyerInvestor.
Appears in 1 contract
Corporate Existence. So long as the Buyer beneficially owns any Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with in the prior event of a merger or consolidation or sale of all or substantially all of Company’s assets, following a written consent of by Buyer to engage in such transaction, where the Buyersurviving or successor entity in such transaction assumes Company’s obligations hereunder and under the agreements and instruments entered into in connection herewith.
Appears in 1 contract
Samples: Convertible Note Purchase Agreement (TechCare Corp.)
Corporate Existence. So long as the Buyer beneficially owns any Notethe Debenture, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the Buyer.
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Corporate Existence. So long as the Buyer beneficially owns any Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s 's assets, except with the prior theprior written consent of the Buyer.
Appears in 1 contract
Samples: Securitiespurchase Agreement (Aim Exploration Inc.)
Corporate Existence. So long Until such time as all of the Buyer Purchasers provide the Company with written notice that they do not beneficially owns own any NotePreferred Stock or Warrants, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with in the prior written consent event of a merger or consolidation or sale of all or substantially all of the BuyerCompany’s assets, where the surviving or successor Person in such transaction assumes the Company’s obligations hereunder and under the agreements and instruments entered into in connection herewith.
Appears in 1 contract
Samples: Securities Purchase Agreement (Antex Biologics Inc)
Corporate Existence. So long as the Buyer beneficially owns any NoteSeries B Shares, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s 's assets, except with the prior written consent of the Buyer.
Appears in 1 contract
Samples: Series B Preferred Stock Purchase Agreement (Edgemode, Inc.)
Corporate Existence. So long as the Buyer Seller beneficially owns any the Note, the Company Buyer shall maintain its corporate existence and shall not sell all or substantially all of the CompanyBuyer’s assets, except with the prior written consent of the BuyerSeller.
Appears in 1 contract
Samples: Securities Purchase Agreement (International Land Alliance Inc.)
Corporate Existence. So long Until such time as all of the Buyer Purchasers provide the Company with written notice that they do not beneficially owns own any NoteDebentures or Warrants, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s 's assets, except with in the prior written consent event of a merger or consolidation or sale of all or substantially all of the Buyer.Company's assets, where the surviving or successor Person in such transaction
Appears in 1 contract
Corporate Existence. So long as the Buyer Investor beneficially owns own any Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the BuyerInvestor.
Appears in 1 contract
Corporate Existence. So long as the any Buyer beneficially owns any NoteNotes, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s 's assets, except in connection with a Change of Control (as defined in the prior written consent Notes) where the Company complies with its obligations under Section 5 of the BuyerNotes.
Appears in 1 contract
Samples: Securities Purchase Agreement (Noble International LTD)
Corporate Existence. So long as the Buyer beneficially owns any the Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the Buyer, which consent shall not unreasonably be withheld or delayed.
Appears in 1 contract
Samples: Note Purchase Agreement (Cannabis Bioscience International Holdings, Inc.)
Corporate Existence. So long as the Buyer beneficially owns any Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s 's assets, except with the prior written consent of the BuyerBuyer .
Appears in 1 contract
Samples: Securities purchase Agreement (IRONCLAD ENCRYPTION Corp)
Corporate Existence. So long as the any Buyer beneficially owns any NoteNotes, the Company shall maintain its corporate existence as a publicly traded entity whose stock is owned by its public stockholders and shall not sell all or substantially all of the Company’s assets, except in connection with a Change of Control (as defined in the prior written consent Notes) where the Company complies with its obligations under Section 4 of the BuyerNotes.
Appears in 1 contract
