Common use of Regulatory Permits Clause in Contracts

Regulatory Permits. The Company and its Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 27 contracts

Samples: Common Stock Purchase Agreement (Valeritas Holdings Inc.), Common Stock Purchase Agreement (Valeritas Holdings Inc.), Common Stock Purchase Agreement (Athersys, Inc / New)

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Regulatory Permits. The Company and its Subsidiaries possess all material certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 24 contracts

Samples: Common Stock Purchase Agreement (Miragen Therapeutics, Inc.), Common Stock Purchase Agreement (Novan, Inc.), Ordinary Shares Purchase Agreement (Intec Pharma Ltd.)

Regulatory Permits. The Except as would not cause a Material Adverse Effect, the Company and its Subsidiaries subsidiaries possess all material certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effectbusinesses, and neither the Company nor any such Subsidiary subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitpermits.

Appears in 11 contracts

Samples: Equity Distribution Agreement (KULR Technology Group, Inc.), Equity Distribution Agreement (Ideanomics, Inc.), Equity Distribution Agreement (The9 LTD)

Regulatory Permits. The Each of the Company and its Subsidiaries each Subsidiary possess all certificates, authorizations and permits issued by the appropriate federal, state state, local or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted or as contemplated to be conducted, except when where the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or result in the aggregate, a Material Adverse EffectEffect (“Material Permits”), and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitMaterial Permit.

Appears in 11 contracts

Samples: Securities Purchase Agreement (Biozone Pharmaceuticals, Inc.), Securities Purchase Agreement (MusclePharm Corp), Registration Rights Agreement (Biozone Pharmaceuticals, Inc.)

Regulatory Permits. The Except as would not cause a Material Adverse Effect, the Company and its Subsidiaries subsidiaries possess all material certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effectbusinesses, and neither the Company nor any such Subsidiary subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 9 contracts

Samples: Equity Distribution Agreement (Bos Better Online Solutions LTD), Equity Distribution Agreement (Bos Better Online Solutions LTD), Equity Distribution Agreement (Bos Better Online Solutions LTD)

Regulatory Permits. The Company and its Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when where the failure to so possess such certificates, authorizations or permits could items would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 8 contracts

Samples: Note Purchase Agreement (Datatec Systems Inc), Warrants Purchase Agreement (Datatec Systems Inc), Note Purchase Agreement (Datatec Systems Inc)

Regulatory Permits. The Company and its Subsidiaries possess possesses all material certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective its businesses as currently conducted, except when other than where the failure to so possess such certificates, authorizations or permits could not reasonably be expected to havepermits, individually or in the aggregate, has not had and would not reasonably be expected to have a Material Adverse Effect, and neither the . The Company nor any such Subsidiary has not received any written notice or otherwise become aware of proceedings any proceedings, inquiries or investigations relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 8 contracts

Samples: 2013 Securities Purchase Agreement (Champions Oncology, Inc.), Securities Purchase Agreement (Microvision Inc), Securities Purchase Agreement (Microvision Inc)

Regulatory Permits. The Except where the absence of which would not have a Material Adverse Effect, the Company and its Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, and neither businesses. Neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 8 contracts

Samples: Securities Purchase Agreement (Hpev, Inc.), Securities Purchase Agreement (CrowdGather, Inc.), Securities Purchase Agreement (CrowdGather, Inc.)

Regulatory Permits. The Except as would not cause a Material Adverse Effect, the Company and its Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct own their respective businesses as currently conducted, except when the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effectbusinesses, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitpermits.

Appears in 8 contracts

Samples: Purchase Agreement (Comera Life Sciences Holdings, Inc.), Purchase Agreement (Australian Oilseeds Holdings LTD), Purchase Agreement (Bloomios, Inc.)

Regulatory Permits. The Each of the Company and its Company Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedits business, except when where the failure to so possess have any such certificatescertificate, authorizations authorization or permits could permit would not reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect, and neither the Company nor any such Company Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 7 contracts

Samples: Securities Purchase Agreement (Celsius Holdings, Inc.), Securities Purchase Agreement (Celsius Holdings, Inc.), Securities Purchase Agreement (Integrated Biopharma Inc)

Regulatory Permits. The Company and its Subsidiaries possess possesses all certificates, authorizations and permits issued by the appropriate federal, state state, local or foreign regulatory authorities necessary to conduct their respective businesses as currently conducteddescribed in the Disclosure Schedules, except when where the failure to so possess such certificates, authorizations or permits could not have or reasonably be expected to have, individually or result in the aggregate, a Material Adverse EffectEffect ("Material Permits"), and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitMaterial Permit.

Appears in 6 contracts

Samples: Loan Agreement (Enlightened Gourmet, Inc.), Loan Agreement (Enlightened Gourmet, Inc.), Loan Agreement (Enlightened Gourmet, Inc.)

Regulatory Permits. The Company and its Subsidiaries subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state state, local or foreign regulatory authorities necessary to conduct their respective businesses as currently conducteddescribed on the Company Disclosure Schedule, except when where the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or result in the aggregate, a Company Material Adverse EffectEffect (“Material Permits”), and neither the Company nor any such Subsidiary subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitMaterial Permit.

Appears in 5 contracts

Samples: Exchange Agreement (New You, Inc.), Share Exchange Agreement (Riot Blockchain, Inc.), Share Exchange Agreement (TimefireVR Inc.)

Regulatory Permits. The Company and its Subsidiaries possess all material certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when the failure to do so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 5 contracts

Samples: Common Stock Purchase Agreement (Sunesis Pharmaceuticals Inc), Common Stock Purchase Agreement (ONCOSEC MEDICAL Inc), Common Stock Purchase Agreement (Entasis Therapeutics Holdings Inc.)

Regulatory Permits. The Company and its Subsidiaries possess all material certificates, authorizations and permits issued by the appropriate federal, state state, local or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when where the failure to so possess such certificates, authorizations authorizations, or permits could would not reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitpermit except such notices that would not reasonably be expected to have a Material Adverse Effect.

Appears in 5 contracts

Samples: Purchase Agreement (Artelo Biosciences, Inc.), Purchase Agreement (Nutex Health, Inc.), Purchase Agreement (Trevi Therapeutics, Inc.)

Regulatory Permits. The Company and its Subsidiaries possess all material certificates, authorizations and permits issued by the appropriate federal, state state, provincial, local or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 5 contracts

Samples: Common Share Purchase Agreement (Aptose Biosciences Inc.), Common Share Purchase Agreement (Aptose Biosciences Inc.), Common Share Purchase Agreement (Titan Medical Inc)

Regulatory Permits. The Each of the Company and its Subsidiaries possess subsidiaries possesses ------------------ all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedits business, except when where the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect, and neither the Company nor any such Subsidiary subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitpermit which revocation or modification could have a Material Adverse Effect.

Appears in 5 contracts

Samples: Securities Purchase Agreement (Webb Interactive Services Inc), Securities Purchase Agreement (Pilot Network Services Inc), Exchange Agreement (Webb Interactive Services Inc)

Regulatory Permits. The Company and its Subsidiaries possess all material certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities authorities, necessary to conduct their respective businesses as currently conducted, except when the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effectbusinesses, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitpermit except as would reasonably be expected to have a Material Adverse Effect.

Appears in 5 contracts

Samples: Securities Purchase Agreement (Star Scientific Inc), Registration Rights Agreement (Atlas Pipeline Partners Lp), Securities Purchase Agreement (Star Scientific Inc)

Regulatory Permits. The Company and its Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when where the failure to so possess such certificates, authorizations or permits could would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 5 contracts

Samples: Securities Purchase Agreement (Liquidmetal Technologies Inc), Securities Purchase and Exchange Agreement (Liquidmetal Technologies Inc), Subscription Agreement (Liquidmetal Technologies Inc)

Regulatory Permits. The Company and its Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federalFederal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when where the failure to so possess such certificates, authorizations or permits could items would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 5 contracts

Samples: Securities Purchase Agreement (BioMETRX), Securities Purchase Agreement (Cdknet Com Inc), Securities Purchase Agreement (BioMETRX)

Regulatory Permits. The Company and its Subsidiaries subsidiaries possess all certificates, authorizations authorizations, and permits issued by the appropriate federal, state state, or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when to the extent that the failure to so possess any such certificatescertificate, authorizations or permits could authorization, and permit would not reasonably be expected to have, individually or in have a material adverse effect on the aggregate, Company and its subsidiaries taken as a Material Adverse Effectwhole, and neither the Company nor any such Subsidiary subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization authorization, or permitpermits.

Appears in 5 contracts

Samples: Securities Exchange Agreement (Cambex Corp), Securities Exchange Agreement (Cambex Corp), Securities Exchange Agreement (Cambex Corp)

Regulatory Permits. The Company and its Subsidiaries possess all ------------------ certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, (except when where the failure to so possess such certificates, authorizations or permits could comply would not reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect), and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Data Race Inc), Securities Purchase Agreement (Data Race Inc), Securities Purchase Agreement (Data Race Inc)

Regulatory Permits. The Company and its the Company Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when where the failure to so possess have any such certificatescertificate, authorizations authorization or permits could permit would not reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect, and neither the Company nor any such Company Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 4 contracts

Samples: Note Purchase Agreement (Manaris Corp), Securities Purchase Agreement (Digital Angel Corp), Securities Purchase Agreement (Applied Digital Solutions Inc)

Regulatory Permits. The Company and its Subsidiaries possess all material certificates, authorizations and permits issued by the appropriate English, U.S. federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Akari Therapeutics PLC), Securities Purchase Agreement (Mereo Biopharma Group PLC), Securities Purchase Agreement (Mereo Biopharma Group PLC)

Regulatory Permits. The Company and its the Subsidiaries possess all material certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when other than where the failure to so possess such certificates, authorizations or permits could not reasonably be expected to havepermits, individually or in the aggregate, has not had and would not reasonably be expected to have a Material Adverse Effect, and neither . Neither the Company nor any such Subsidiary has received any written notice or otherwise become aware of proceedings any proceedings, inquiries or investigations relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Neomagic Corp), Securities Purchase Agreement (Applied Digital Solutions Inc), Securities Purchase Agreement (VeriChip CORP)

Regulatory Permits. The Company and its Subsidiaries possess possesses all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedits business, except when where the failure to so possess such certificates, authorizations or permits could would not reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect, and neither the . The Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification is not in violation of any such material certificatejudgment, authorization decree or permitorder or any statute, ordinance, rule or regulation applicable to it, except for violations which would not have a Material Adverse Effect.

Appears in 4 contracts

Samples: Agreement (Syntroleum Corp), Agreement (Sanders Morris Harris Group Inc), Amended and Restated Agreement (Document Security Systems Inc)

Regulatory Permits. The Except in such an event which would not result in a Material Adverse Effect, the Company and its Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effectbusinesses, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Visual Data Corp), Securities Purchase Agreement (Visual Data Corp), Securities Purchase Agreement (Visual Data Corp)

Regulatory Permits. The Company and its the Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state state, local or foreign regulatory authorities necessary to conduct their respective businesses as currently conducteddescribed in the Registration Statement, General Disclosure Package and the Prospectus, except when where the failure to so possess such certificates, authorizations or permits could would not reasonably be expected to have, individually or result in the aggregate, a Material Adverse EffectEffect (“Material Permits”), and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitMaterial Permit.

Appears in 4 contracts

Samples: Underwriting Agreement (LogicMark, Inc.), Underwriting Agreement (LogicMark, Inc.), Underwriting Agreement (LogicMark, Inc.)

Regulatory Permits. The Company and its Subsidiaries possess all material certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when where the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or result in the aggregate, a Material Adverse Effect, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 4 contracts

Samples: Capital Access Agreement (Immune Pharmaceuticals Inc), Equity Purchase Agreement (Comstock Inc.), Equity Purchase Agreement (Precipio, Inc.)

Regulatory Permits. The Each of the Company and its Subsidiaries possess the Subsidiary possesses all certificates, authorizations and permits issued by the appropriate federal, state state, local or foreign regulatory authorities necessary to conduct their respective businesses businesses, as currently conductedapplicable, except when where the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or result in the aggregate, a Material Adverse EffectEffect (“Material Permits”), and neither the Company nor any such the Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitMaterial Permit.

Appears in 3 contracts

Samples: Convertible Note Purchase Agreement (Data443 Risk Mitigation, Inc.), Convertible Note Purchase Agreement (Data443 Risk Mitigation, Inc.), Convertible Note Purchase Agreement (Data443 Risk Mitigation, Inc.)

Regulatory Permits. The Company and its Subsidiaries subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when where the failure to so possess such certificates, authorizations or permits could would not reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect, and neither the Company nor any such Subsidiary subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Shared Technologies Cellular Inc), Securities Purchase Agreement (Alydaar Software Corp /Nc/), Securities Purchase Agreement (Shared Technologies Cellular Inc)

Regulatory Permits. The Except the absence of which would not have a Material Adverse Effect, the Company and its Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effectbusinesses, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Andrea Electronics Corp), Securities Purchase Agreement (Andrea Electronics Corp), Securities Purchase Agreement (Wavo Corp)

Regulatory Permits. The Company and its Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when where the failure to so possess any such certificatescertificate, authorizations authorization or permits permit could not reasonably be expected to haveto, individually or in the aggregate, have a Material Adverse Effect, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Modtech Holdings Inc), Securities Purchase Agreement (Nyfix Inc), Securities Purchase Agreement (Winwin Gaming Inc)

Regulatory Permits. The Except as would not cause a Material Adverse Effect or as set forth on Schedule 4.11, the Company and its Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct own their respective businesses as currently conducted, except when the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effectbusinesses, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitpermits.

Appears in 3 contracts

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

Regulatory Permits. The Except the absence of which would not result, either individually or in the aggregate, in a Materially Adverse Effect, the Company and its Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effectbusinesses, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Divine Inc), Securities Purchase Agreement (Divine Inc), Securities Purchase Agreement (Divine Inc)

Regulatory Permits. The Company and its the Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state state, local or foreign regulatory authorities necessary to conduct their respective businesses as currently conducteddescribed in the Registration Statement, the General Disclosure Package and the Prospectus, except when where the failure to so possess such certificates, authorizations or permits could would not reasonably be expected to have, individually or result in the aggregate, a Material Adverse EffectEffect (“Material Permits”), and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitMaterial Permit.

Appears in 3 contracts

Samples: Underwriting Agreement (Nexalin Technology, Inc.), Underwriting Agreement (Nexalin Technology, Inc.), Underwriting Agreement (Nexalin Technology, Inc.)

Regulatory Permits. The Except as would not cause a Material Adverse Effect, the Company and its the Subsidiaries possess all material certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effectbusinesses, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitpermits.

Appears in 3 contracts

Samples: Equity Distribution Agreement (Micronet Enertec Technologies, Inc.), Equity Distribution Agreement (Generation Alpha, Inc.), Equity Distribution Agreement (Leafbuyer Technologies, Inc.)

Regulatory Permits. The Company and its the Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state state, local or foreign regulatory authorities necessary to conduct their respective businesses as currently conducteddescribed in the Company's most recent annual or quarterly report filed by the Company with the Commission, except when where the failure to so possess such certificates, authorizations or permits could not have or reasonably be expected to have, individually or result in the aggregate, a Material Adverse EffectEffect ("Material Permits"), and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitMaterial Permit.

Appears in 3 contracts

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

Regulatory Permits. The Company and its the Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when where the failure to so possess have any such certificates, authorizations authorization or permits could permit would not reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 3 contracts

Samples: Note Purchase Agreement (SkyPostal Networks, Inc.), Note Purchase Agreement (SkyShop Logistics, Inc.), Securities Purchase Agreement (Vyteris Holdings (Nevada), Inc.)

Regulatory Permits. The Company and its Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when the failure to so possess where such certificates, authorizations or permits could non-possession would not reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 3 contracts

Samples: Securities Purchase Agreement (E Com Ventures Inc), Securities Purchase Agreement (E Com Ventures Inc), Securities Purchase Agreement (Perfumania Inc)

Regulatory Permits. The Each of the Company and its Subsidiaries possess subsidiaries possesses all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedits business, except when where the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect, and neither the Company nor any such Subsidiary subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitpermit which revocation or modification could have a Material Adverse Effect.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Click2learn Com Inc), Securities Purchase Agreement (Aspeon Inc), Securities Purchase Agreement (Webb Interactive Services Inc)

Regulatory Permits. The Company and its Subsidiaries subsidiaries possess all certificates, authorizations authorizations, and permits issued by the appropriate federal, state state, or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when to the extent that the failure to so possess any such certificatescertificate, authorizations or permits could authorization, and permit would not reasonably be expected to have, individually or in have a material adverse effect on the aggregate, Company and its subsidiaries taken as a Material Adverse Effectwhole, and neither the Company nor any such Subsidiary subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization authorization, or permit.

Appears in 3 contracts

Samples: Bridge Note Purchase Agreement (Cambex Corp), Bridge Note Purchase and Security Agreement (Tracker Corp of America), Bridge Note Purchase and Security Agreement (Tracker Corp of America)

Regulatory Permits. The Company and its Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when the failure to so possess such certificates, authorizations or permits could would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 3 contracts

Samples: Common Stock Purchase Agreement (iBio, Inc.), Common Stock Purchase Agreement (iBio, Inc.), Common Stock Purchase Agreement (Tracon Pharmaceuticals, Inc.)

Regulatory Permits. The Except as would not cause a Material Adverse Effect, the Company and its Subsidiaries possess or have applied for all material certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effectbusinesses, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 3 contracts

Samples: Equity Purchase Agreement (Scilex Holding Co), Equity Purchase Agreement (Scilex Holding Company/De), Equity Purchase Agreement (Scilex Holding Co)

Regulatory Permits. The Company and its the Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state state, local, Israeli or other foreign regulatory authorities necessary to conduct their respective businesses as currently conducteddescribed in the Registration Statement, the General Disclosure Package and the Prospectus, except when where the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or result in the aggregate, a Material Adverse EffectEffect (“Material Permits”), and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitMaterial Permit.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Brenmiller Energy Ltd.), Sales Agreement (Brenmiller Energy Ltd.), Securities Purchase Agreement (Brenmiller Energy Ltd.)

Regulatory Permits. The Company and its Subsidiaries possess all certificates, authorizations authorizations, approvals, licenses and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when conducted at the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effecttime this representation is made (“Permits”), and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitPermit. The Company and its Subsidiaries have no reason to believe that they will not be able to obtain necessary Permits as and when necessary to enable the Company and its Subsidiaries to conduct their respective businesses.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Evolution Resources, Inc.), Securities Purchase Agreement (Duke Mining Company, Inc.), Securities Purchase Agreement (Kaching Kaching, Inc.)

Regulatory Permits. The Company and its Subsidiaries the Subsidiary possess all certificates, authorizations and permits issued by the appropriate federal, state state, local or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when where the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or result in the aggregate, a Material Adverse EffectEffect (“Material Permits”), and neither the Company nor any such the Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitMaterial Permit.

Appears in 3 contracts

Samples: Subscription Agreement (Protea Biosciences Group, Inc.), Note Purchase Agreement (Protea Biosciences Group, Inc.), Securities Purchase Agreement (Global Payment Technologies Inc)

Regulatory Permits. The Company and its Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when where the failure to so possess any of such certificates, authorizations or permits could would not reasonably be expected likely to have, individually or result in the aggregate, a Material Adverse EffectEffect (collectively, “Material Permits”), and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitMaterial Permit.

Appears in 2 contracts

Samples: Purchase Agreement (Enova Systems Inc), Purchase Agreement (Enova Systems Inc)

Regulatory Permits. The Except the absence of which would not result, either individually or in the aggregate, in a Material Adverse Effect, the Company and its Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effectbusinesses, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Etoys Inc), Securities Purchase Agreement (Net2000 Communications Inc)

Regulatory Permits. The Company and its Subsidiaries possess all material certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, (except when the failure to so possess have such certificates, authorizations or and permits could would not reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect), and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit, except in each instance which would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Equity Purchase Agreement (D. Medical Industries Ltd.), Equity Purchase Agreement (D. Medical Industries Ltd.)

Regulatory Permits. The Company and its Subsidiaries possess all certificates, authorizations authorizations, approvals, licenses and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when conducted at the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effecttime this representation is made (“Permits”), and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitPermit. The Company and its Subsidiaries have no Knowledge that they will not be able to obtain necessary Permits as and when necessary to enable the Company and its Subsidiaries to conduct their respective businesses.

Appears in 2 contracts

Samples: Security Agreement (Cumulus Investors LLC), Securities Purchase Agreement (Averion International Corp.)

Regulatory Permits. The Company and its the Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state state, local or foreign regulatory authorities necessary to conduct their respective businesses as currently conducteddescribed in the Continuous Disclosure Reports, except when where the failure to so possess such certificates, authorizations or and permits could not reasonably be expected to have, individually or result in the aggregate, a Material Adverse Effect, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificatecertificates, authorization or permitauthorizations, and permits.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Searchlight Minerals Corp.), Securities Purchase Agreement (Searchlight Minerals Corp.)

Regulatory Permits. The Company and its the Subsidiaries possess possess, and are in compliance in all material respects with, all material certificates, authorizations authorizations, licenses, consents, classifications, registrations and permits issued by the appropriate U.S. federal, state state, local or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, a conducted (“Material Adverse EffectPermits”), and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitMaterial Permit.

Appears in 2 contracts

Samples: Investment Agreement (Rare Element Resources LTD), Investment Agreement (Synchron)

Regulatory Permits. The Except as would not cause a Material Adverse Effect, the Company and its Significant Subsidiaries possess all material certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct own their respective businesses as currently conducted, except when the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effectbusinesses, and neither the Company nor any such Significant Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitpermits.

Appears in 2 contracts

Samples: Advance Agreement (Nutex Health, Inc.), Pre Paid Advance Agreement (Lightning eMotors, Inc.)

Regulatory Permits. The Company and its Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when where the failure to so possess such certificates, authorizations or permits could items would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, Effect and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Alpha Beta Technology Inc), Securities Purchase Agreement (Visual Data Corp)

Regulatory Permits. The Company and its Subsidiaries possess all material certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, and except when for where the failure to so possess obtain any such certificates, authorizations authorization or permits could would not be reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect, and neither . Neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 2 contracts

Samples: Purchase Agreement Purchase Agreement (Lightwave Logic, Inc.), Purchase Agreement (Lightwave Logic, Inc.)

Regulatory Permits. The Company and its the Company Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when where the failure to so possess have any such certificates, authorizations authorization or permits could not reasonably be expected to have, individually or in the aggregate, permit would have a Material Adverse Effect, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Ener1 Inc), Securities Purchase Agreement (Ener1 Inc)

Regulatory Permits. The Except the absence of which would not have a ------------------ Material Adverse Effect, the Company and its Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effectbusinesses, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Medcare Technologies Inc), Securities Purchase Agreement (Medcare Technologies Inc)

Regulatory Permits. The Company and its the Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state state, local or foreign regulatory authorities necessary to conduct their respective businesses as currently conducteddescribed in the Time of Sale Disclosure Package, except when where the failure to so possess such certificates, authorizations or permits could would not reasonably be expected to have, individually or result in the aggregate, a Material Adverse EffectEffect (“Material Permits”), and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitMaterial Permit.

Appears in 2 contracts

Samples: Placement Agency Agreement (Iterum Therapeutics PLC), Placement Agency Agreement (Iterum Therapeutics PLC)

Regulatory Permits. The Company and its Material Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities Governmental Authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when where the failure to so possess have any such certificatescertificate, authorizations authorization or permits could permit would not have or reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect, and neither the Company nor any such Material Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 2 contracts

Samples: Note Purchase Agreement (CDC Corp), Note Purchase Agreement (CDC Corp)

Regulatory Permits. The Except for those the absence of which could not reasonably be expected to result, either individually or in the aggregate, in a Materially Adverse Effect, the Company and its Subsidiaries each Significant Subsidiary possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary at their respective stages of development to conduct their respective businesses as currently presently conducted, except when the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, and neither the Company nor any such Significant Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 2 contracts

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

Regulatory Permits. The Each Company and its Subsidiaries Entity possess all certificates, authorizations and permits issued by the appropriate federal, state state, local or foreign regulatory authorities necessary to conduct their respective its businesses as currently presently conducted, except when where the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or result in the aggregate, a Material Adverse EffectEffect with respect to any Company Entity, and neither the no Company nor any such Subsidiary Entity has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 2 contracts

Samples: Merger Agreement (Sollensys Corp.), Merger Agreement (Sollensys Corp.)

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Regulatory Permits. The Company and its Subsidiaries possess all material certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when where the failure to so possess such certificates, authorizations authorizations, or permits could would not reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 2 contracts

Samples: Purchase Agreement (Enochian Biosciences Inc), Purchase Agreement (Advaxis, Inc.)

Regulatory Permits. The Company and its Subsidiaries subsidiaries possess all certificates, authorizations authorizations, and permits issued by the appropriate federal, state state, or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when to the extent that the failure to so possess any such certificatescertificate, authorizations or permits could authorization, and permit would not reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect, and neither the Company nor any such Subsidiary subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization authorization, or permit.

Appears in 2 contracts

Samples: Pledge Agreement (Cumetrix Data Systems Corp), Bridge Notes Purchase and Security Agreement (Providential Holdings Inc)

Regulatory Permits. The Company and its the Subsidiaries possess ------------------ all material certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when other than where the failure to so possess such certificates, authorizations or permits could not reasonably be expected to havepermits, individually or in the aggregate, has not had and would not reasonably be expected to have a Material Adverse Effect, and neither . Neither the Company nor any such Subsidiary has received any written notice or otherwise become aware of proceedings any proceedings, inquiries or investigations relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Applied Digital Solutions Inc), Securities Purchase Agreement (Applied Digital Solutions Inc)

Regulatory Permits. The Company and its the Company Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when where the failure to so possess have any such certificates, authorizations authorization or permits could not reasonably be expected to have, individually or in the aggregate, permit would have a Material Adverse Effect, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Verso Technologies Inc), Securities Purchase Agreement (Bookham, Inc.)

Regulatory Permits. The Company and its the Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state state, local or foreign regulatory authorities necessary to conduct their respective businesses as currently conducteddescribed in the General Disclosure Package, except when where the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or result in the aggregate, a Material Adverse EffectEffect (“Material Permits”), and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitMaterial Permit.

Appears in 2 contracts

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

Regulatory Permits. The Company and its Subsidiaries possess all material certificates, ------------------ authorizations and permits issued by the appropriate federal, state state, local or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when conducted (the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect"Permits"), and neither the Company nor any such Subsidiary has not received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitPermit.

Appears in 2 contracts

Samples: Stock Purchase and Registration Agreement (Genus Inc), Stock Purchase and Registration Agreement (Genus Inc)

Regulatory Permits. The Except for the absence of which would not ------------------ result, either individually or in the aggregate, in a Material Adverse Effect, the Company and its Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effectbusinesses, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 2 contracts

Samples: Redemption and Conversion Agreement (Netplex Group Inc), Securities Purchase Agreement (Britesmile Inc)

Regulatory Permits. The Except for the absence of which would not result, either individually or in the aggregate, in a Material Adverse Effect, the Company and its Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effectbusinesses, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 2 contracts

Samples: Registration Rights Agreement (Britesmile Inc), Securities Purchase Agreement (Netplex Group Inc)

Regulatory Permits. The Company and its Subsidiaries the Subsidiary possess all certificates, authorizations and permits issued by the appropriate federal, state state, local or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when where the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or result in the aggregate, a Material Adverse EffectEffect (“Material Permits”), and neither the Company nor any such the Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitMaterial Permit.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Vringo Inc), Securities Purchase Agreement (Vringo Inc)

Regulatory Permits. The Each of the Company and its Subsidiaries possess subsidiaries ------------------ possesses all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedits business, except when where the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect, and neither the Company nor any such Subsidiary subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitpermit which revocation or modification could have a Material Adverse Effect.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Asymetrix Learning Systems Inc), Exchange Agreement (Webb Interactive Services Inc)

Regulatory Permits. The Company and its Subsidiaries possess all material certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when other than where the failure to so possess such certificates, authorizations or permits could not reasonably be expected to havepermits, individually or in the aggregate, has not had and would not reasonably be expected to have a Material Adverse Effect, and neither . Neither the Company nor any such Subsidiary of its Subsidiaries has received any written notice or otherwise become aware of proceedings any proceedings, inquiries or investigations relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Tag Entertainment Corp), Securities Purchase Agreement (Tag Entertainment Corp)

Regulatory Permits. The Company and its Subsidiaries subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when to the extent that the failure to so possess such certificates, authorizations or and permits could would not reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect, ; and neither the Company nor any such Subsidiary subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Cell Genesys Inc), Securities Purchase Agreement (Tii Industries Inc)

Regulatory Permits. The Company and its Subsidiaries possess possesses all certificates, authorizations and permits issued by the appropriate United States federal, state state, local or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedits business, except when where the failure to so possess such certificates, authorizations or permits could not reasonably be expected to havewould not, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, and neither the Company nor any such Subsidiary has not received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitpermits.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Crown Electrokinetics Corp.), Securities Purchase Agreement (Data443 Risk Mitigation, Inc.)

Regulatory Permits. The Company and its Subsidiaries possess each Significant Subsidiary possesses all certificates, authorizations and permits issued by the appropriate federal, state state, local or foreign regulatory authorities necessary to conduct their respective businesses its business as currently conducted, except when where the failure to so possess such certificates, authorizations or permits could not reasonably be expected to havenot, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect, and neither the Company nor any such Significant Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitpermits.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Highland Capital Management Lp), Form of Securities Purchase Agreement (ICO Global Communications (Holdings) LTD)

Regulatory Permits. The Company and its Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when where the failure to so possess such certificates, authorizations or permits could would not reasonably be expected to have, individually or result in the aggregate, a Material Adverse Effect, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 1 contract

Samples: Securities Purchase Agreement (Immune Response Corp)

Regulatory Permits. The Company and its the Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state state, local or foreign regulatory authorities necessary to conduct their respective businesses as currently presently conducted and as proposed to be conducted, except when where the failure to so possess such certificates, authorizations or permits could not reasonably be expected to havenot, individually or in the aggregate, reasonably be expected to have or result in a Material Adverse Effect, and neither the Company nor any such Subsidiary has received any written notice of proceedings Proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 1 contract

Samples: Debenture Purchase Agreement

Regulatory Permits. The Company and its Subsidiaries subsidiaries possess all material certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when the where failure to so possess such certificates, authorizations or permits could comply would not reasonably be expected to have, individually or in the aggregate, have a Material Adverse EffectEffect on the business, properties, operations, financial condition, results of operations or prospects of the Company or its subsidiaries, and neither the Company nor any such Subsidiary subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 1 contract

Samples: Drawdown Equity Financing Agreement (Island Breeze International, Inc.)

Regulatory Permits. The Company and its the Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state state, local or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedconducted as of the date hereof or as expected to be conducted during such time as the Debentures remain outstanding, except when where the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or result in the aggregate, a Material Adverse EffectEffect (“Material Permits”), and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitMaterial Permit.

Appears in 1 contract

Samples: Securities Purchase Agreement (High Wire Networks, Inc.)

Regulatory Permits. The Company and its Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when other than where the failure to so possess such certificates, authorizations or permits could not reasonably be expected to havepermits, individually or in the aggregate, has not had and would not reasonably be expected to have a Material Adverse Effect, and neither . Neither the Company nor any such Subsidiary of its Subsidiaries has received any written notice or otherwise become aware of proceedings any proceedings, inquiries or investigations relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 1 contract

Samples: Escrow Agreement (Mediabay Inc)

Regulatory Permits. The Company and its Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when where the failure to so possess have any such certificates, authorizations authorization or permits could not reasonably be expected to have, individually or in the aggregate, permit would have a Material Adverse Effect, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 1 contract

Samples: Purchase Agreement (Ener1 Inc)

Regulatory Permits. The Company and each of its Subsidiaries possess or have applied for all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when where the failure to so possess such certificates, authorizations or permits could would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, and neither the Company nor any such Subsidiary of its Subsidiaries has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 1 contract

Samples: Equity Purchase Agreement (Rubicon Technologies, Inc.)

Regulatory Permits. The Company and its Subsidiaries possess all ------------------- material certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when other than where the failure to so possess such certificates, authorizations or permits could not reasonably be expected to havepermits, individually or in the aggregate, has not had and would not reasonably be expected to have a Material Adverse Effect, and neither . Neither the Company nor any such Subsidiary of its Subsidiaries has received any written notice or otherwise become aware of proceedings any proceedings, inquiries or investigations relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 1 contract

Samples: Securities Purchase Agreement (Citadel Security Software Inc)

Regulatory Permits. The Company and its the Company Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when where the failure to so possess have any such certificates, authorizations authorization or permits could permit would not reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 1 contract

Samples: Securities Exchange Agreement (Bookham, Inc.)

Regulatory Permits. The Company and its Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when where the failure to so possess posses such certificates, authorizations or permits could would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 1 contract

Samples: Securities Purchase Agreement (Gumtech International Inc \Ut\)

Regulatory Permits. The Company and its Subsidiaries the Subsidiary possess all certificates, authorizations and permits issued by the appropriate federal, state state, local or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when where the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or result in the aggregate, a Material Adverse EffectEffect (“Material Permits”), and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitMaterial Permit.

Appears in 1 contract

Samples: Securities Purchase Agreement (Surna Inc.)

Regulatory Permits. The Company and its Subsidiaries possess all certificates, authorizations authorisations and permits issued by the appropriate federal, state or foreign governmental regulatory authorities necessary to conduct conduct, in all material respects, their respective businesses as currently conducted, except when the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, carried on and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization authorisation or permitpermit which could reasonably be expected to result in a Material Adverse Effect.

Appears in 1 contract

Samples: Subscription Agreement (Bioprogress PLC)

Regulatory Permits. The Company and its Subsidiaries possess all material certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities authorities, necessary to conduct their respective businesses as currently conducted, except when the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effectbusinesses, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitpermit except as would reasonably be expected not to have a Material Adverse Effect.

Appears in 1 contract

Samples: Registration Rights Agreement (Resource America Inc)

Regulatory Permits. The Company and its Subsidiaries any Subsidiary’s possess all certificates, authorizations and permits issued by the appropriate federal, state state, local or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when where the failure to so possess such certificates, authorizations or permits could would not reasonably be expected to have, individually or result in the aggregate, a Material Adverse EffectEffect (“Material Permits”), and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitMaterial Permit.

Appears in 1 contract

Samples: Subscription Agreement (Montalvo Spirits, Inc.)

Regulatory Permits. The Company and its the Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state state, local or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when where the failure to so possess such certificates, authorizations or permits could not reasonably be expected to havedoes not, individually or in the aggregate, a materially and adversely affect the assets, properties, financial condition, operating results, prospects or business of the Company (“Material Adverse EffectPermits”), and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitMaterial Permit.

Appears in 1 contract

Samples: Securities Purchase Agreement (Mandalay Media, Inc.)

Regulatory Permits. The Company and its the Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state state, local or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when where the failure to so possess or update current information on such certificates, authorizations or permits could not reasonably be expected to havenot, individually or in the aggregate, have or reasonably be expected to result in a Material Adverse Effect, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitpermits.

Appears in 1 contract

Samples: Securities Purchase Agreement (NightCulture, Inc.)

Regulatory Permits. The Company and its Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conducted, except when the failure of which to so possess such certificates, authorizations or permits could not reasonably be expected to have, have would individually or in the aggregate, aggregate have a Material Adverse Effect, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or a material modification of any such material certificate, authorization or permit.

Appears in 1 contract

Samples: Securities Purchase Agreement (Argosy Gaming Co)

Regulatory Permits. The Company and its the Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state state, local, Cayman Islands or other foreign regulatory authorities necessary to conduct their respective businesses as currently conducteddescribed in the Registration Statement, except when where the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or result in the aggregate, a Material Adverse EffectEffect (“Material Permits”), and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitMaterial Permit.

Appears in 1 contract

Samples: Sales Agreement (Starbox Group Holdings Ltd.)

Regulatory Permits. The Company and its Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when where the failure to so possess such certificates, authorizations or permits could not reasonably be expected to havenot, individually or in the aggregate, have or result in a Material Adverse EffectEffect ("MATERIAL PERMITS"), and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permitMaterial Permit.

Appears in 1 contract

Samples: Execution Copy (Silver Ramona Mining Co)

Regulatory Permits. The Company and its Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when for those certificates, authorizations and permits, the failure to so possess such certificatesobtain would not result, authorizations or permits could not reasonably be expected to have, either individually or in the aggregate, aggregate in a Material Adverse Effect, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 1 contract

Samples: Securities Purchase Agreement (3do Co)

Regulatory Permits. The Company and its Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when where the failure to so possess have any such certificatescertificate, authorizations authorization or permits could permit would not reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 1 contract

Samples: Securities Purchase Agreement (Zap)

Regulatory Permits. The Company and its the Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state state, local or foreign regulatory authorities necessary to conduct their respective businesses as currently conducteddescribed in the Registration Statement or the Prospectus, except when where the failure to so possess such certificates, authorizations or permits could not reasonably be expected to have, individually or result in the aggregate, a Material Adverse EffectEffect (“Material Permits”), and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.Material Permit

Appears in 1 contract

Samples: Market Offering Agreement (Golden Minerals Co)

Regulatory Permits. The Company and its the Company Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when where the failure to so possess have any such certificatescertificate, authorizations authorization or permits could permit would not reasonably be expected to have, individually or in the aggregate, have a Material Adverse Effect, and neither the Company nor any such Company Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 1 contract

Samples: Securities Purchase Agreement (Ener1 Inc)

Regulatory Permits. The To the knowledge of the Company, the Company and its the Subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state state, local or foreign regulatory authorities necessary to conduct their respective businesses as currently conducteddescribed in the Continuous Disclosure Reports, except when where the failure to so possess such certificates, authorizations or and permits could not reasonably be expected to have, individually or result in the aggregate, a Material Adverse Effect, and neither the Company nor any such Subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificatecertificates, authorization or permitauthorizations, and permits.

Appears in 1 contract

Samples: Securities Purchase Agreement (Zi Corp)

Regulatory Permits. The Company and its Subsidiaries subsidiaries possess all certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct their respective businesses as currently conductedbusinesses, except when where the failure to so possess such certificates, authorizations or permits could items would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, and neither the Company nor any such Subsidiary subsidiary has received any written notice of proceedings relating to the revocation or modification of any such material certificate, authorization or permit.

Appears in 1 contract

Samples: Convertible Preferred Stock and Warrants Purchase Agreement (Atlantic Technology Ventures Inc)

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