Common use of No Prohibitions Clause in Contracts

No Prohibitions. The purchase of and payment for the Shares (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Purchaser to any penalty, or in its reasonable judgment, other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Purchaser of the purchase of the Shares or the Underlying Shares (provided, however, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement);

Appears in 4 contracts

Samples: Convertible Preferred Stock Purchase Agreement (Multicom Publishing Inc), Convertible Preferred Stock Purchase Agreement (Multicom Publishing Inc), Convertible Preferred Stock Purchase Agreement (Network Imaging Corp)

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No Prohibitions. The purchase sale of and payment for the Shares (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Purchaser Company to any penalty, or in its reasonable judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Purchaser Company of the purchase sale of the Shares or the Underlying Shares to the Purchaser (provided, however, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement);.

Appears in 4 contracts

Samples: Convertible Preferred Stock Purchase Agreement (Incomnet Inc), Convertible Preferred Stock Purchase Agreement (Multicom Publishing Inc), Convertible Preferred Stock Purchase Agreement (Multicom Publishing Inc)

No Prohibitions. The purchase of and payment for the Shares Debentures (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Purchaser to any penalty, or in its reasonable judgment, other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Purchaser of the purchase of the Shares Debentures or the Underlying Shares (provided, however, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement);

Appears in 3 contracts

Samples: Escrow Agreement (Universal Medical Systems Inc), Convertible Debenture Agreement (Alottafun Inc), Convertible Debenture Purchase Agreement (Accord Advanced Technologies Inc)

No Prohibitions. The purchase of and payment for the Shares (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Purchaser to any penalty, or in its reasonable judgment, other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Purchaser of the purchase of the Shares or the Underlying Shares (providedPROVIDED, howeverHOWEVER, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement);

Appears in 2 contracts

Samples: Convertible Preferred Stock Purchase Agreement (Glasgal Communications Inc), Convertible Preferred Stock Purchase Agreement (Cayenne Software Inc)

No Prohibitions. The purchase sale of and payment for the Shares (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Purchaser Company to any penalty, or in its reasonable judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Purchaser Company of the purchase sale of the Shares or the Underlying Shares to the Purchaser (providedPROVIDED, howeverHOWEVER, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement);; and

Appears in 2 contracts

Samples: Convertible Preferred Stock Purchase Agreement (Glasgal Communications Inc), Convertible Preferred Stock Purchase Agreement (Glasgal Communications Inc)

No Prohibitions. The purchase sale of and payment for the Shares Debentures (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Purchaser Company to any penalty, or in its reasonable judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Purchaser Company of the purchase sale of the Shares Debentures or the Underlying Shares to the Purchaser (provided, however, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement);.

Appears in 2 contracts

Samples: Escrow Agreement (Universal Medical Systems Inc), Convertible Debenture Agreement (Alottafun Inc)

No Prohibitions. The purchase of and payment for the Shares to be purchased by the Purchasers (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Purchaser Purchasers to any penalty, or in its reasonable judgment, other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Purchaser Purchasers of the purchase of the Shares or the Underlying Shares (provided, however, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement);

Appears in 2 contracts

Samples: Convertible Preferred Stock Purchase Agreement (Fonix Corp), Convertible Preferred Stock Purchase Agreement (Fonix Corp)

No Prohibitions. The purchase of and payment for the Shares (and upon conversion thereof, the issuance of the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Purchaser Purchasers to any penalty, or or, in its their reasonable good faith judgment, other onerous condition under or pursuant to any applicable law or governmental regulation regulations that would materially reduce the benefits to the Purchaser Purchasers of the purchase of the Shares or the Underlying Shares (provided, however, that such regulation, law or onerous condition was not publicly proposed or in effect in such form at the date of this Agreement);

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Cragar Industries Inc /De)

No Prohibitions. The purchase of and payment for the Shares (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable appliable law or governmental regulation and (ii) shall not subject the Purchaser to any penalty, or in its reasonable judgment, other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Purchaser of the purchase of the Shares or the Underlying Shares (provided, however, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement);

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Incomnet Inc)

No Prohibitions. The purchase sale of and payment for the Shares Units (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Purchaser Company to any penalty, or in its reasonable judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Purchaser Company of the purchase sale of the Shares Units or the Underlying Shares to the Purchaser (provided, however, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement);.

Appears in 1 contract

Samples: Convertible Debenture and Warrant Purchase Agreement (Empyrean Bioscience Inc)

No Prohibitions. The purchase of and payment for the Shares and the Warrant (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Purchaser to any penalty, or in its reasonable judgmentjudgement, other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Purchaser of the purchase of the Shares Shares, the Warrant or the Underlying Shares (provided, however, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement);

Appears in 1 contract

Samples: Stock Purchase Agreement (Wave Systems Corp)

No Prohibitions. The purchase of and payment for the Shares to be purchased by the Purchaser (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Purchaser to any penalty, or in its reasonable judgment, other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Purchaser of the purchase of the Shares or the Underlying Shares (provided, however, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement);

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Fonix Corp)

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No Prohibitions. The purchase of and payment for the Shares (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Purchaser to any penalty, or in its reasonable judgment, other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Purchaser of the purchase of the Shares or the Underlying Shares (provided, however, that such regulationregula tion, law or onerous condition was not in effect in such form at the date of this Agreement);

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Wave Systems Corp)

No Prohibitions. The purchase sale of and payment for the Shares (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Purchaser Company to any penalty, or in its reasonable judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Purchaser Company of the purchase sale of the Shares or the Underlying Shares to the Purchaser (provided, however, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement);. 008258-00007/391115.4

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Network Imaging Corp)

No Prohibitions. The purchase sale of and payment for the Shares (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Purchaser Company to any penalty, or in its reasonable judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Purchaser Company of the purchase sale of the Shares or the Underlying Shares to the Purchaser (providedPROVIDED, howeverHOWEVER, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement);; and

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Cayenne Software Inc)

No Prohibitions. The purchase sale of and payment for the Shares Debentures (and upon conversion thereof, the Underlying Shares) hereunder (i1) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Purchaser Company to any penalty, or in its reasonable judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Purchaser Company of the purchase sale of the Shares Debentures or the Underlying Shares to the Purchaser (provided, however, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement);.

Appears in 1 contract

Samples: Convertible Debenture Purchase Agreement (Accord Advanced Technologies Inc)

No Prohibitions. The purchase sale of and payment for the Shares and the Warrant (and upon conversion or exercise (as the case may be) thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Purchaser Company to any penalty, penalty or in its reasonable judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Purchaser Company of the purchase sale of Shares, the Shares Warrant or the Underlying Shares to the Purchaser (provided, however, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement);; and

Appears in 1 contract

Samples: Stock Purchase Agreement (Wave Systems Corp)

No Prohibitions. The purchase of and payment pay- ment for the Shares (and upon conversion thereof, the Underlying Shares) hereunder (ia) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (iib) shall not subject the Purchaser to any penalty, or in its reasonable judgment, other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Purchaser of the purchase of the Shares or the Underlying Shares (providedPROVIDED, howeverHOWEVER, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement);

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Glasgal Communications Inc)

No Prohibitions. The purchase sale of and payment for the Shares (and upon conversion thereof, the issuance of the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Purchaser Company to any penalty, or or, in its reasonable good faith judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Purchaser Company of the purchase sale of the Shares or the Underlying Shares to the Purchasers (provided, however, that such regulation, law or onerous condition was not publicly proposed or in effect in such form at the date of this Agreement);.

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Cragar Industries Inc /De)

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