Common use of Restriction on Activities Clause in Contracts

Restriction on Activities. Commencing as of the date first above written, and until the later of the six month anniversary of the date first written above or payment or conversion of the Purchasers’ Notes in full, or the issuance of Securities in exchange for the Purchasers’ Notes, the Company shall not, directly or indirectly, without each Purchaser’s prior written consent, which consent shall not be unreasonably withheld: (a) change the nature of its business; (b) sell, divest, acquire, change the structure of any material assets other than in the ordinary course of business; or (c) solicit any offers for, respond to any unsolicited offers for, or conduct any negotiations with any other person or entity in respect of any variable rate debt transactions (i.e., transactions were the conversion or exercise price of the security issued by the Company varies based on the market price of the Common Stock) above $500,000, whether a transaction similar to the one contemplated hereby or any other investment; or (d) file any registration statements with the SEC.

Appears in 4 contracts

Samples: Private Securities Purchase and Assignment Agreement (Accelerated Pharma, Inc.), Private Securities Purchase and Assignment Agreement (Accelerated Pharma, Inc.), Private Securities Purchase and Assignment Agreement (Accelerated Pharma, Inc.)

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Restriction on Activities. Commencing as of the date first above written, and until the later sooner of the six month anniversary of the date first written above or payment or conversion of the Purchasers’ Notes Note in full, or full conversion of the issuance of Securities in exchange for the Purchasers’ NotesNote, the Company shall not, directly or indirectly, without each Purchaserthe Buyer’s prior written consent, which consent shall not be unreasonably withheld: (a) change the nature of its business; (b) sell, divest, acquire, change the structure of any material assets other than in the ordinary course of businessbusiness if the result of such action would cause the Company to become a shell company; or (c) solicit any offers for, respond to any unsolicited offers for, or conduct any negotiations with any other person or entity in respect of any variable rate debt transactions (i.e., transactions were the conversion or exercise price of the security issued by the Company varies based on the market price of the Common Stock) above $500,000, whether a transaction similar to the one contemplated hereby or any other investment; or (d) file any registration statements with the SEC.;

Appears in 1 contract

Samples: Securities Purchase Agreement (Gopher Protocol Inc.)

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Restriction on Activities. Commencing as of the date first above written, and until the later sooner of the six month anniversary of the date first written above or payment or conversion of the Purchasers’ Notes Note in full, or full conversion of the issuance of Securities in exchange for the Purchasers’ NotesNote, the Company shall not, directly or indirectly, without each Purchaserthe Buyer’s prior written consent, which consent shall not be unreasonably withheldwithheld and with the exception of any notes currently held by the Yorkville Advisors family of funds: (a) change the nature of its business; (b) sell, divest, acquire, change the structure of any material assets other than in the ordinary course of business; or (c) solicit any offers for, respond to any unsolicited offers for, or conduct any negotiations with any other person or entity in respect of any variable rate debt transactions (i.e., transactions were in which the conversion or exercise price of the security issued by the Company varies based on the market price of the Common Stock) above $500,000, whether a transaction similar to the one contemplated hereby or any other investment; or (d) file any registration statements with the SEC.

Appears in 1 contract

Samples: Securities Purchase Agreement (Q BioMed Inc.)

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