Common use of Passive Foreign Investment Company Clause in Contracts

Passive Foreign Investment Company. The Company shall conduct its business, and shall cause its Subsidiaries to conduct their respective businesses, in such a manner as will ensure that the Company will not be deemed to constitute a passive foreign investment company within the meaning of Section 1297 of the Code.

Appears in 294 contracts

Samples: Securities Purchase Agreement (IMAC Holdings, Inc.), Securities Purchase Agreement (Windtree Therapeutics Inc /De/), Securities Purchase Agreement (Bit Digital, Inc)

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Passive Foreign Investment Company. The Company shall conduct its business, and shall cause its Subsidiaries to conduct their respective businesses, business in such a manner as will ensure that the Company will not be deemed to constitute a passive foreign investment company within the meaning of Section 1297 of the CodeU.S. Internal Revenue Code of 1986, as amended.

Appears in 163 contracts

Samples: Securities Purchase Agreement (Ault Alliance, Inc.), Securities Purchase Agreement (Aura Systems Inc), Securities Purchase Agreement (Kandi Technologies Group, Inc.)

Passive Foreign Investment Company. The Company shall conduct its business, and shall cause its Subsidiaries to conduct their respective businesses, business in such a manner as will ensure that the Company will not be deemed to constitute a passive foreign investment company within the meaning of Section 1297 of the Code.

Appears in 29 contracts

Samples: Securities Purchase Agreement (Trovagene, Inc.), Securities Purchase Agreement (Conversion Labs, Inc.), Securities Purchase Agreement (OKYO Pharma LTD)

Passive Foreign Investment Company. The Company shall conduct its business, and shall cause its Subsidiaries subsidiaries to conduct their respective businesses, in such a manner as will ensure that the Company will not be deemed to constitute a passive foreign investment company within the meaning of Section 1297 of the Code.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Lm Funding America, Inc.), Securities Purchase Agreement (Lm Funding America, Inc.), Securities Purchase Agreement (Lm Funding America, Inc.)

Passive Foreign Investment Company. The Company shall use its commercially reasonable efforts to conduct its business, and shall cause its Subsidiaries to conduct their respective businesses, business in such a manner as will ensure that the Company will not be deemed to constitute a passive foreign investment company within the meaning of Section 1297 of the CodeU.S. Internal Revenue Code of 1986, as amended.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Celsus Therapeutics Plc.), Securities Purchase Agreement (Morria Biopharmaceuticals PLC), Securities Purchase Agreement (Morria Biopharmaceuticals PLC)

Passive Foreign Investment Company. The Company shall conduct its business, and shall cause its Subsidiaries to conduct their respective businesses, business in such a manner as will ensure that the Company will not be deemed to constitute a passive foreign investment company Passive Foreign Investment Company within the meaning of Section 1297 of the Code.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Taronis Technologies, Inc.), Securities Purchase Agreement (Magnegas Applied Technology Solutions, Inc.), Securities Purchase Agreement (Magnegas Applied Technology Solutions, Inc.)

Passive Foreign Investment Company. The Company shall conduct its business, and shall cause its Subsidiaries to conduct their respective businesses, in such a manner as will ensure that the Company will not be deemed to constitute a passive foreign investment company Passive Foreign Investment Company within the meaning of Section 1297 of the Code.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Magnegas Corp), Securities Purchase Agreement (Magnegas Corp), Securities Purchase Agreement (Magnegas Corp)

Passive Foreign Investment Company. The Company shall conduct its business, and shall cause its Subsidiaries to conduct their respective businesses, in such a manner as will ensure that the Company and each of its Subsidiaries will not be deemed to constitute a passive foreign investment company within the meaning of Section 1297 of the Code.

Appears in 3 contracts

Samples: Securities Purchase Agreement (CorMedix Inc.), Securities Purchase Agreement (CorMedix Inc.), Securities Purchase Agreement (CorMedix Inc.)

Passive Foreign Investment Company. The Company shall conduct its business, business and shall cause its Subsidiaries to conduct their respective businesses, businesses in such a manner as will ensure that the Company will not be deemed to constitute a passive foreign investment company within the meaning of Section 1297 of the CodeU.S. Internal Revenue Code of 1986, as amended.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Tantech Holdings LTD), Form of Securities Purchase Agreement (Tantech Holdings LTD)

Passive Foreign Investment Company. The Company shall conduct its business, and shall cause its Subsidiaries to conduct their respective businesses, in such a manner so as will ensure that the Company will not be deemed to constitute a passive foreign investment company within the meaning of Section 1297 of the Code.

Appears in 2 contracts

Samples: Omnibus Amendment (PARETEUM Corp), Securities Purchase Agreement (PARETEUM Corp)

Passive Foreign Investment Company. The Company shall conduct its business, and shall cause its Subsidiaries to conduct their respective businesses, in such a manner as will ensure that the Company will not be deemed to constitute a passive foreign investment company within the meaning of Section 1297 of the CodeInternal Revenue Code of 1986, as amended.

Appears in 2 contracts

Samples: Securities Purchase Agreement (ARJ Consulting, LLC), Securities Purchase Agreement (Verus International, Inc.)

Passive Foreign Investment Company. The Following the closing of the Business Combination, the Company shall conduct its business, and shall cause its Subsidiaries to conduct their respective businesses, in such a manner as will ensure that the Company will not be deemed to constitute a passive foreign investment company within the meaning of Section 1297 of the Code.

Appears in 2 contracts

Samples: Securities Purchase Agreement (ARYA Sciences Acquisition Corp IV), Securities Purchase Agreement (ARYA Sciences Acquisition Corp IV)

Passive Foreign Investment Company. The Company shall conduct its business, and shall cause its Subsidiaries to conduct their respective businesses, in such a manner as will ensure that the Company will not be deemed to constitute (if it does not as of the date of this Agreement) a passive foreign investment company within the meaning of Section 1297 of the Code.

Appears in 2 contracts

Samples: Securities Purchase Agreement (PV Nano Cell, Ltd.), Subscription Agreement (PV Nano Cell, Ltd.)

Passive Foreign Investment Company. The Company shall conduct its business, and shall cause its any Subsidiaries to conduct their respective businesses, in such a manner as will ensure that the Company will not be deemed to constitute a passive foreign investment company within the meaning of Section 1297 of the Code.

Appears in 1 contract

Samples: Securities Purchase Agreement (Heart Test Laboratories, Inc.)

Passive Foreign Investment Company. The Company shall conduct its business, and shall cause its Subsidiaries to shall conduct their respective businesses, businesses in such a manner as will ensure that neither the Company nor any of its Subsidiaries will not be deemed to constitute a passive foreign investment company within the meaning of Section 1297 of the CodeInternal Revenue Code of 1986, as amended.

Appears in 1 contract

Samples: Note Purchase Agreement (Workhorse Group Inc.)

Passive Foreign Investment Company. The Company shall conduct its business, and shall cause its Subsidiaries to conduct their respective businesses, business in such a manner as will to ensure that the Company it will not be deemed to constitute a passive foreign investment company within the meaning of Section 1297 of the Code.

Appears in 1 contract

Samples: Securities Purchase Agreement (China Broadband Inc)

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Passive Foreign Investment Company. The Company shall conduct its business, and shall cause its Subsidiaries to conduct their respective businesses, in such a manner as will ensure that the Company will not be deemed to constitute a passive foreign investment company within the meaning of Section 1297 of the Code.. 37

Appears in 1 contract

Samples: Securities Purchase and Exchange Agreement (Renovare Environmental, Inc.)

Passive Foreign Investment Company. The Company shall conduct its business, and shall cause its Subsidiaries to conduct their respective businesses, business in such a manner as will ensure that the Company will not be deemed to constitute a passive foreign investment company within the meaning of Section 1297 of the Code.U.S. Internal Revenue Code of 1986, as amended

Appears in 1 contract

Samples: Transaction Agreement (Workstream Inc)

Passive Foreign Investment Company. The Company shall conduct its business, and shall cause its Subsidiaries to conduct their respective businesses, in such a manner as will ensure that the Company and its Subsidiaries will not be deemed to constitute a passive foreign investment company within the meaning of Section 1297 of the Code.

Appears in 1 contract

Samples: Backstop Agreement (CorMedix Inc.)

Passive Foreign Investment Company. The Company shall conduct its business, and shall cause its domestic Subsidiaries to conduct their respective businesses, in such a manner as will ensure that the Company will not be deemed to constitute a passive foreign investment company within the meaning of Section 1297 of the Code.

Appears in 1 contract

Samples: Securities Purchase Agreement (Comscore, Inc.)

Passive Foreign Investment Company. The Company shall conduct its business, and shall cause its Subsidiaries to conduct their respective businesses, in such a manner as will ensure that the Company and each of its Subsidiaries will not be deemed to constitute a passive foreign investment company within the meaning of Section 1297 of the CodeInternal Revenue Code of 1986, as amended.

Appears in 1 contract

Samples: Securities Exchange Agreement (CorMedix Inc.)

Passive Foreign Investment Company. The Company shall conduct its business, and shall cause its Subsidiaries to conduct their respective businesses, in such a manner as will ensure that the Company will not be deemed to constitute a passive foreign investment company within the meaning of Section 1297 of the Code.. 39

Appears in 1 contract

Samples: Securities Purchase Agreement (Cero Therapeutics Holdings, Inc.)

Passive Foreign Investment Company. The Company shall conduct its business, and shall cause its Subsidiaries to conduct their respective businesses, in such a manner as will ensure that the Company will not be deemed to constitute a passive foreign investment company within the meaning of Section 1297 of the CodeCode for the taxable year ending December 31, 2017 or any future year.

Appears in 1 contract

Samples: Securities Purchase Agreement (Neovasc Inc)

Passive Foreign Investment Company. The Company shall conduct its business, and shall cause its Subsidiaries to conduct their respective businesses, business in such a manner as will ensure that the Company will not be deemed to constitute a passive foreign investment company within the meaning of Section 1297 of the Code.U.S. Internal Revenue Code of 1986, as amended. ​

Appears in 1 contract

Samples: Securities Purchase Agreement (Mullen Automotive Inc.)

Passive Foreign Investment Company. The Company shall conduct its business, and shall cause its Subsidiaries to conduct their respective businesses, in such a manner as will ensure that to avoid the Company will not be being deemed to constitute a passive foreign investment company within the meaning of Section 1297 of the Code.

Appears in 1 contract

Samples: Securities Subscription Agreement (Fusion Fuel Green PLC)

Passive Foreign Investment Company. The Company shall use best efforts to conduct its business, and shall use best efforts to cause its Subsidiaries to conduct their respective businesses, in such a manner as will ensure that the Company will not be deemed to constitute a passive foreign investment company within the meaning of Section 1297 of the Code.

Appears in 1 contract

Samples: Securities Purchase Agreement (Globus Maritime LTD)

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