No Frustration. The Company shall not enter into, announce or recommend to its stockholders any agreement, plan, arrangement or transaction in or of which the terms thereof would restrict, materially delay, conflict with or impair the ability or right of the Company to perform its obligations under the Transaction Documents to which it is a party, including, without limitation, the obligation of the Company to deliver the Shares to the Investor in respect of an Advance Notice.
Appears in 71 contracts
Sources: Standby Equity Purchase Agreement (Murano Global Investments PLC), Standby Equity Purchase Agreement (Happy City Holdings LTD), Standby Equity Purchase Agreement (Soluna Holdings, Inc)
No Frustration. The Company shall not enter into, announce or recommend to its stockholders any agreement, plan, arrangement or transaction in or of which the terms thereof would restrict, materially delay, conflict with or impair the ability or right of the Company to perform its obligations under the Transaction Documents to which it is a party, including, without limitation, the obligation of the Company to deliver the Shares to the Investor in respect of an Advance Notice (including an Advance Notice deemed delivered in respect of an Investor Notice).
Appears in 10 contracts
Sources: Standby Equity Purchase Agreement (VisionWave Holdings, Inc.), Note Purchase Agreement (SharonAI Holdings, Inc.), Convertible Note (SharonAI Holdings, Inc.)
No Frustration. The Company shall not enter into, announce or recommend to its stockholders any agreement, plan, arrangement or transaction in or of which the terms thereof would restrict, materially delay, conflict with or impair the ability or right of the Company to perform its obligations under the Transaction Documents to which it is a party, including, without limitation, the obligation of the Company to deliver the Purchase Shares to the Investor in respect of an Advance a Purchase Notice.
Appears in 10 contracts
Sources: Securities Purchase Agreement (CXApp Inc.), Securities Purchase Agreement (Intercont (Cayman) LTD), Securities Purchase Agreement (Arrive AI Inc.)
No Frustration. The Company shall not enter into, announce or recommend to its stockholders any agreement, plan, arrangement or transaction in or of which the terms thereof would restrict, materially delay, conflict with or impair the ability or right of the Company to perform its obligations under the Transaction Documents to which it is a party, including, without limitation, the obligation of the Company to deliver the Purchase Shares to the Investor in respect of an Advance pursuant to a Purchase Notice.
Appears in 9 contracts
Sources: Securities Purchase Agreement (High-Trend International Group), Securities Purchase Agreement (Professional Diversity Network, Inc.), Securities Purchase Agreement (PMGC Holdings Inc.)
No Frustration. The Company shall not enter into, announce or recommend to its stockholders shareholders any agreement, plan, arrangement or transaction in or of which the terms thereof would restrict, materially delay, conflict with or impair the ability or right of the Company to perform its obligations under the Transaction Documents to which it is a party, including, without limitation, the obligation of the Company to deliver the Shares to the Investor in respect of an Advance Notice.
Appears in 7 contracts
Sources: Standby Equity Purchase Agreement (Scinai Immunotherapeutics Ltd.), Standby Equity Purchase Agreement (Scinai Immunotherapeutics Ltd.), Standby Equity Purchase Agreement (Baijiayun Group LTD)
No Frustration. The Company shall not enter into, announce or recommend to its stockholders any agreement, plan, arrangement or transaction in or of which that would violate the terms thereof would restrict, materially delay, conflict with or impair the ability or right of the Transaction Documents or prevent the Company to perform from performing its obligations under the Transaction Documents to which it is a party, including, without limitation, the obligation of the Company to deliver the Shares to the Investor in respect of an Advance a Purchase Notice.
Appears in 5 contracts
Sources: Share Purchase Agreement (Knorex Ltd.), Share Purchase Agreement (Aptera Motors Corp), Share Purchase Agreement (CID Holdco, Inc.)
No Frustration. The Company shall not enter into, announce or recommend to its stockholders any agreement, plan, arrangement or transaction in or of which the terms thereof would restrict, materially delay, conflict with or impair the ability or right of the Company to perform its obligations under the Transaction Documents to which it is a party, including, without limitation, the obligation of the Company to deliver the Shares to the Investor in respect of a an Advance Notice. Notwithstanding anything to the contrary herein, in no event is the Company obligated to ever submit a put or a put notice.
Appears in 4 contracts
Sources: Stock Purchase Agreement (SMX (Security Matters) Public LTD Co), Stock Purchase Agreement (SMX (Security Matters) Public LTD Co), Stock Purchase Agreement (SMX (Security Matters) Public LTD Co)
No Frustration. The Company shall not enter into, announce or recommend to its stockholders any agreement, plan, arrangement or transaction in or of which the terms thereof would restrict, materially delay, conflict with or impair the ability or right of the Company to perform its obligations under the Transaction Documents to which it is a party, including, without limitation, the obligation of the Company to deliver the Shares to the Investor in respect of a an Advance Notice...
Appears in 4 contracts
Sources: Standby Equity Purchase Agreement (SaverOne 2014 Ltd.), Standby Equity Purchase Agreement (SaverOne 2014 Ltd.), Reciprocal Standby Equity Purchase Agreement (SMX (Security Matters) Public LTD Co)
No Frustration. The Company shall not enter into, announce or recommend to its stockholders any agreement, plan, arrangement or transaction in or of which the terms thereof would restrict, materially delay, conflict with or impair the ability or right of the Company to perform its obligations under the Transaction Documents to which it is a party, including, without limitation, the obligation of the Company to deliver the Shares to the Investor in respect of an Advance a Purchase Notice.
Appears in 3 contracts
Sources: Share Purchase Agreement (Captivision Inc.), Pre Paid Advance Agreement (Reborn Coffee, Inc.), Pre Paid Advance Agreement (Nutex Health, Inc.)
No Frustration. The Company shall not enter into, announce or recommend to its stockholders any agreement, plan, arrangement or transaction in or of which that would violate the terms thereof would restrict, materially delay, conflict with or impair the ability or right of the Transaction Documents or prevent the Company to perform from performing its obligations under the Transaction Documents to which it is a party, including, without limitation, the obligation of the Company to deliver the Shares to the Investor in respect of an Advance Notice.
Appears in 3 contracts
Sources: Standby Equity Purchase Agreement (Intrusion Inc), Standby Equity Purchase Agreement (Intrusion Inc), Standby Equity Purchase Agreement (Spectaire Holdings Inc.)
No Frustration. The Company shall not enter into, announce or recommend to its stockholders any agreement, plan, arrangement or transaction in or of which the terms thereof would restrict, materially delay, conflict with or impair the ability or right of the Company to perform its obligations under the Transaction Documents to which it is a party, including, without limitation, the obligation of the Company to deliver the Shares to the Investor in respect of an Advance a Put Notice.
Appears in 3 contracts
Sources: Stock Purchase Agreement (Lottery.com Inc.), Stock Purchase Agreement (Lottery.com Inc.), Stock Purchase Agreement (Safe & Green Holdings Corp.)
No Frustration. The Company shall not enter into, announce or recommend to its stockholders any agreement, plan, arrangement or transaction in or of which the terms thereof would restrict, materially delay, conflict with or impair the ability or right of the Company to perform its obligations under the Transaction Documents to which it is a party, including, without limitation, the obligation of the Company to deliver the Common Shares to the Investor in respect of an Advance a Purchase Notice.
Appears in 2 contracts
Sources: Prepaid Advance Agreement (BioAtla, Inc.), Prepaid Advance Agreement (Rekor Systems, Inc.)
No Frustration. The Company shall not enter into, announce or recommend to its stockholders any agreement, plan, arrangement or transaction in or of which the terms thereof would restrict, materially delay, conflict with or impair the ability or right of the Company to perform its obligations under the Transaction Documents to which it is a party, including, without limitation, the obligation of the Company to deliver the Shares to the Investor in respect of an Advance a Conversion Notice.
Appears in 2 contracts
Sources: Prepaid Advance Agreement (Applied Digital Corp.), Prepaid Advance Agreement (Applied Digital Corp.)
No Frustration. The Company shall not enter into, announce or recommend to its stockholders any agreement, plan, arrangement or transaction in or of which the terms thereof would restrict, materially delay, conflict with or impair the ability or right of the Company to perform its obligations under the Transaction Documents to which it is a party, including, without limitation, the obligation of the Company to deliver the Conversion Shares to the Investor in respect of an Advance a Conversion Notice.
Appears in 2 contracts
Sources: Securities Purchase Agreement (20/20 Biolabs, Inc.), Securities Purchase Agreement (Cloudastructure, Inc.)
No Frustration. The Company shall not enter into, announce or recommend to its stockholders any agreement, plan, arrangement or transaction in or of which the terms thereof would restrict, materially delay, conflict with or impair the ability or right of the Company to perform its obligations under the Transaction Documents to which it is a party, including, without limitation, the obligation of the Company to deliver the Conversion Shares to the Investor in respect of an Advance pursuant to a Conversion Notice.
Appears in 1 contract
Sources: Securities Purchase Agreement (Trident Digital Tech Holdings LTD)
No Frustration. The Company shall not enter into, announce or recommend to its stockholders any agreement, plan, arrangement or transaction in or of which the terms thereof would restrict, materially delay, conflict with or impair the ability or right of the Company to perform its obligations under the Transaction Documents to which it is a party, including, without limitation, the obligation of the Company to deliver the Conversion Shares to the Investor in respect of an Advance NoticeInvestor.
Appears in 1 contract
Sources: Purchase Agreement (SunPower Inc.)
No Frustration. The Company shall not enter into, announce or recommend to its stockholders any agreement, plan, arrangement or transaction in or of which the terms thereof would restrict, materially delay, conflict with or impair the ability or right of the Company to perform its obligations under the Transaction Documents to which it is a party, including, without limitation, the obligation of the Company to deliver the Shares to the Investor in respect of an Advance Notice.
Appears in 1 contract
Sources: Standby Equity Purchase Agreement (Trinity Biotech PLC)
No Frustration. The Company shall not enter into, announce or recommend to its stockholders any agreement, plan, arrangement or transaction in or of which that would violate the terms thereof would restrict, materially delay, conflict with or impair the ability or right of the Transaction Documents or prevent the Company to perform from performing its obligations under the Transaction Documents to which it is a party, including, without limitation, the obligation of the Company to deliver the Shares to the Investor in respect of an Advance a Purchase Notice or Intraday Purchase Notice.
Appears in 1 contract
No Frustration. The Company shall not enter into, announce or recommend to its stockholders any agreement, plan, arrangement or transaction in or of which the terms thereof would restrict, materially delay, conflict with or impair the ability or right of the Company to perform its obligations under the Transaction Documents to which it is a party, including, without limitation, the obligation of the Company to deliver the Shares to the Investor in respect of an Advance Notice.to
Appears in 1 contract
No Frustration. The Company shall not enter into, announce or recommend to its stockholders any agreement, plan, arrangement or transaction in or of which the terms thereof would restrict, materially delay, conflict with or impair the ability or right of the Company to perform its obligations under the Transaction Documents to which it is a party, including, without limitation, the obligation of the Company to make payments as required hereunder or deliver the Shares to the Investor in respect of an Advance a Purchase Notice.
Appears in 1 contract
Sources: Pre Paid Advance Agreement (Lightning eMotors, Inc.)
No Frustration. The Company shall not enter into, announce or recommend to its stockholders any agreement, plan, arrangement or transaction in or of which the terms thereof would restrict, materially delay, conflict with or impair the ability or right of the Company to perform its obligations under the Transaction Documents to which it is a partythis Agreement, including, without limitation, the obligation of the Company to deliver the Common Shares to the Investor in respect of an Advance a Purchase Notice.
Appears in 1 contract
Sources: Prepaid Advance Agreement (Rein Therapeutics, Inc.)
No Frustration. The Company shall not enter into, announce or recommend to its stockholders any agreement, plan, arrangement or transaction in or of which the terms thereof would restrict, materially delay, conflict with or impair the ability or right of the Company to perform its obligations under the Transaction Documents to which it is a party, including, without limitation, the obligation of the Company to deliver the Shares to the Investor in respect of an Advance Notice.
Appears in 1 contract
Sources: Securities Purchase Agreement (Envirotech Vehicles, Inc.)
No Frustration. The Company shall not enter into, announce or recommend to its stockholders any agreement, plan, arrangement or transaction in or of which the terms thereof would restrict, materially delay, conflict with or impair the ability or right of the Company to perform its obligations under the Transaction Documents to which it is a partythis Agreement or any Promissory Notes issued hereunder, including, without limitation, the obligation of the Company to deliver the Shares to the Investor in respect of an Advance Notice.
Appears in 1 contract
Sources: Standby Equity Purchase Agreement (Richtech Robotics Inc.)
No Frustration. The Company shall not enter into, announce or recommend to its stockholders shareholders any agreement, plan, arrangement or transaction in or of which the terms thereof would restrict, materially delay, conflict with or impair the ability or right of the Company to perform its obligations under the Transaction Documents to which it is a party, including, without limitation, the obligation of the Company to deliver the Shares to the Investor in respect of an Advance Notice. Section 6.21. No Variable Rate Transactions.
Appears in 1 contract
Sources: Equity Purchase Facility Agreement (BIT ORIGIN LTD)
No Frustration. The Company shall not enter into, announce or recommend to its stockholders any agreement, plan, arrangement or transaction in or of which the terms thereof would restrict, materially delay, conflict with or impair the ability or right of the Company to perform its obligations under the Transaction Documents to which it is a party, including, without limitation, the obligation of the Company to deliver the Common Shares to the Investor in respect of an Advance Notice (including an Advance Notice deemed delivered in respect of an Investor Notice).
Appears in 1 contract
Sources: Standby Equity Purchase Agreement (Transcode Therapeutics, Inc.)