Common use of Transactions Contemplated Herein Clause in Contracts

Transactions Contemplated Herein. The Company has all corporate power and authority to enter into this Agreement and to carry out the provisions and conditions hereof, and all consents, authorizations, approvals and orders required in connection therewith have been obtained. No consent, authorization or order of, and no filing with, any court, government agency, the Exchange or other body is required for the valid issuance, sale and delivery of the Shares and the consummation of the transactions and agreements contemplated by this Agreement and the delivery of the Representatives’ Warrants and as contemplated by the Registration Statement, the Pricing Disclosure Package and the Prospectus, except with respect to applicable Securities Act Regulations, state securities laws and the rules and regulations of the Financial Industry Regulatory Authority, Inc. (“FINRA”),.

Appears in 5 contracts

Samples: Underwriting Agreement (Fitell Corp), Underwriting Agreement (Know Labs, Inc.), Underwriting Agreement (Fitell Corp)

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Transactions Contemplated Herein. The Company has all corporate power and authority to enter into this Agreement and the Representative’s Warrant Agreement and to carry out the provisions and conditions hereofhereof and thereof, and all consents, authorizations, approvals and orders Authorizations required in connection therewith have been obtained. No consent, authorization or order Authorization of, and no filing with, any court, government agency, the Exchange or other body Governmental Entity is required for the valid issuance, sale and delivery of the Shares Public Securities and the Representative’s Securities and the consummation of the transactions and agreements contemplated by this Agreement and the delivery of the Representatives’ Warrants Representative’s Warrant Agreement and as contemplated by the Registration Statement, the Pricing Disclosure Package and the Prospectus, except with respect to applicable Securities Act Regulationsfederal and state securities, state securities laws the rules of The Nasdaq Stock Market, LLC and the rules and regulations of the Financial Industry Regulatory Authority, Inc. (“FINRA”),.

Appears in 5 contracts

Samples: Underwriting Agreement (Adamas One Corp.), Underwriting Agreement (Neuraxis, INC), Underwriting Agreement (Adamas One Corp.)

Transactions Contemplated Herein. The Company has all corporate power and authority to enter into this Agreement and to carry out the provisions and conditions hereof, and all consents, authorizations, approvals and orders required in connection therewith have been obtained. No consent, authorization or order of, and no filing with, any court, government agency, the Exchange or other body is required for the valid issuance, sale and delivery of the Shares and the consummation of the transactions and agreements contemplated by this Agreement and the delivery of the RepresentativesUnderwriters’ Warrants and as contemplated by the Registration Statement, the Pricing Disclosure Package and the Prospectus, except with respect to applicable Securities Act Regulations, state securities laws and the rules and regulations of the Financial Industry Regulatory Authority, Inc. (“FINRA”),.

Appears in 5 contracts

Samples: Underwriting Agreement (CLPS Inc), Underwriting Agreement (CNS Pharmaceuticals, Inc.), Underwriting Agreement (YayYo, Inc.)

Transactions Contemplated Herein. The Company has all corporate power and authority to enter into this Agreement and to carry out the provisions and conditions hereof, and all consents, authorizations, approvals and orders required in connection therewith have been obtained. No consent, authorization or order of, and no filing with, any court, government agency, the Exchange or other body is required for the valid issuance, sale and delivery of the Shares and the consummation of the transactions and agreements contemplated by this Agreement and the delivery of the Representatives’ Warrants Representative’s Warrant and as contemplated by the Registration Statement, the Pricing Disclosure Package and the Prospectus, except with respect to applicable Securities Act Regulations, state securities laws and the rules and regulations of the Financial Industry Regulatory Authority, Inc. (“FINRA”),.

Appears in 5 contracts

Samples: Underwriting Agreement (HF Enterprises Inc.), Underwriting Agreement (HF Enterprises Inc.), Underwriting Agreement (Libera Gaming Operations, Inc)

Transactions Contemplated Herein. The Company has all corporate power and authority to enter into this Agreement and to carry out the provisions and conditions hereof, and all consents, authorizations, approvals and orders required in connection therewith have been obtained. No consent, authorization or order of, and no filing with, any court, government agency, the Exchange or other body is required for the valid issuance, sale and delivery of the Shares and the consummation of the transactions and agreements contemplated by this Agreement or the Deposit Agreement, and the delivery of the Representatives’ Representative’s Warrants and as contemplated by the Registration Statement, the Pricing Disclosure Package and the Prospectus, except with respect to applicable Securities Act Regulations, state securities laws and the rules and regulations of the Financial Industry Regulatory Authority, Inc. (“FINRA”),.

Appears in 5 contracts

Samples: Underwriting Agreement (Turbo Energy, S.A.), Underwriting Agreement (Turbo Energy, S.A.), Underwriting Agreement (SYLA Technologies Co., Ltd.)

Transactions Contemplated Herein. The Company has all corporate power and authority to enter into this Agreement and to carry out the provisions and conditions hereof, and all consents, authorizations, approvals and orders required in connection therewith have been obtained. No consent, authorization or order of, and no filing with, any court, government agency, the Exchange or other body is required for the valid issuance, sale and delivery of the Shares and the consummation of the transactions and agreements contemplated by this Agreement and the delivery of the Representatives’ Warrants and as contemplated by the Registration Statement, the Pricing Disclosure Package and the Prospectus, except with respect to applicable Securities Act Regulations, state securities laws and the rules and regulations of the Financial Industry Regulatory Authority, Inc. (“FINRA”),.

Appears in 4 contracts

Samples: Underwriting Agreement (Hempacco Co., Inc.), Underwriting Agreement (Metros Development Co., Ltd.), Underwriting Agreement (Fitell Corp)

Transactions Contemplated Herein. The Company has all corporate power and authority to enter into this Agreement and to carry out the provisions and conditions hereof, and all consents, authorizations, approvals and orders required in connection therewith have been obtained. No consent, authorization or order of, and no filing with, any court, government agency, the Exchange or other body is required for the valid issuance, sale and delivery of the Shares and the consummation of the transactions and agreements contemplated by this Agreement and the delivery of the Representatives’ Representative’s Warrants and as contemplated by the Registration Statement, the Pricing Disclosure Package and the Prospectus, except with respect to applicable Securities Act Regulations, state securities laws and the rules and regulations of the Financial Industry Regulatory Authority, Inc. (“FINRA”),.

Appears in 4 contracts

Samples: Underwriting Agreement (RoyaLand Co Ltd.), Underwriting Agreement (Signing Day Sports, Inc.), Underwriting Agreement (RoyaLand Co Ltd.)

Transactions Contemplated Herein. The Company has all corporate power and authority to enter into this Agreement and to carry out the provisions and conditions hereof, and all consents, authorizations, approvals and orders required in connection therewith have been obtained. No consent, authorization or order of, and no filing with, any court, government agency, the Exchange agency or other body is required for the valid issuance, sale and delivery of the Shares Public Securities and the consummation of the transactions and agreements contemplated by this Agreement Agreement, and the delivery of the Representatives’ Warrants Representative’s Unit Purchase Option and as contemplated by the Registration Statement, the Pricing Disclosure Package and the Prospectus, except with respect to applicable Securities Act Regulations, federal and state securities laws and the rules and regulations of the Financial Industry Regulatory Authority, Inc. (“FINRA”),.

Appears in 4 contracts

Samples: Underwriting Agreement (NanoVibronix, Inc.), Underwriting Agreement (Sigma Labs, Inc.), Underwriting Agreement (Sigma Labs, Inc.)

Transactions Contemplated Herein. The Company has all corporate power and authority to enter into this Agreement and to carry out the provisions and conditions hereof, and all consents, authorizations, approvals and orders required in connection therewith have been obtained. No consent, approval, authorization or order of, and no filing with, any court, government agency, the Exchange agency or other body is required for the valid issuance, sale and delivery of the Shares Public Securities and the consummation of the transactions and agreements contemplated by this Agreement and the delivery of the Representatives’ Warrants Representative’s Warrant Agreement and as contemplated by the Registration Statement, the Pricing Disclosure Package and the Prospectus, except with respect to applicable Securities Act Regulations, federal and state securities laws and the rules and regulations of the Financial Industry Regulatory Authority, Inc. (“FINRA”),.

Appears in 4 contracts

Samples: Underwriting Agreement (Cytosorbents Corp), Underwriting Agreement (Recro Pharma, Inc.), Underwriting Agreement (Cytosorbents Corp)

Transactions Contemplated Herein. The Company has all corporate power and authority to enter into this Agreement and to carry out the provisions and conditions hereof, and all consents, authorizations, approvals and orders required in connection therewith have been obtained. No consent, authorization or order of, and no filing with, any court, government agency, the Exchange agency or other body is required for the valid issuance, sale and delivery of the Shares Public Securities and the consummation of the transactions and agreements contemplated by this Agreement, the Warrant Agreement and the delivery of the Representatives’ Warrants Representative’s Warrant Agreement and as contemplated by the Registration Statement, the Pricing Disclosure Package and the Prospectus, except with respect to applicable Securities Act Regulations, federal and state securities laws and the rules and regulations of the Financial Industry Regulatory Authority, Inc. (“FINRA”),.

Appears in 4 contracts

Samples: Underwriting Agreement (Versus Systems Inc.), Underwriting Agreement (Esports Entertainment Group, Inc.), Underwriting Agreement (Esports Entertainment Group, Inc.)

Transactions Contemplated Herein. The Company has all corporate power and authority to enter into this Agreement and to carry out the provisions and conditions hereof, and all consents, authorizations, approvals and orders required in connection therewith have been obtained. No consent, authorization or order of, and no filing with, any court, government agency, the Exchange or other body Governmental Entity is required for the valid issuance, sale and delivery of the Shares Public Securities and the consummation of the transactions and agreements contemplated by this Agreement and the delivery of the Representatives’ Warrants and the Underwriter’s Warrants as contemplated by the Registration Statement, the Pricing Disclosure Package and the Prospectus, except with respect to applicable Securities Act Regulations, state securities laws and the rules and regulations of the Financial Industry Regulatory Authority, Inc. (“FINRA”),.

Appears in 3 contracts

Samples: Underwriting Agreement (SMX (Security Matters) Public LTD Co), Underwriting Agreement (SMX (Security Matters) Public LTD Co), Underwriting Agreement (SMX (Security Matters) Public LTD Co)

Transactions Contemplated Herein. The Company has all corporate power and authority to enter into this Agreement, the Escrow Agreement and the Deposit Agreement and to carry out the provisions and conditions hereofhereof and thereof, and all consents, authorizations, approvals and orders required in connection therewith have been obtained. No consent, authorization or order of, and no filing with, any court, government agency, the Exchange agency or other body is required for the valid issuance, sale and delivery of the Shares Securities and the consummation by the Company of the transactions and agreements contemplated by this Agreement, the Deposit Agreement and the delivery of the Representatives’ Warrants Representative’s Warrant and as contemplated by the Registration Statement, the Pricing Disclosure Package and the Prospectus, except with respect to applicable Securities Act Regulations, federal and state securities laws and the rules and regulations of the Financial Industry Regulatory Authority, Inc. (“FINRA”),.

Appears in 3 contracts

Samples: Underwriting Agreement (Sunity Online Entertainment LTD), Underwriting Agreement (Sunity Online Entertainment LTD), Underwriting Agreement (Sunity Online Entertainment LTD)

Transactions Contemplated Herein. The Company has all corporate power and authority to enter into this Agreement and to carry out the provisions and conditions hereof, and all consents, authorizations, approvals and orders required in connection therewith have been obtained. No consent, authorization or order of, and no filing with, any court, government agency, the Exchange agency or other body is required for the valid issuance, sale and delivery of the Shares Public Securities and the consummation of the transactions and agreements contemplated by this Agreement, the Warrant Agreement and the delivery of the Representatives’ Warrants Underwriter Warrant Agreement and as contemplated by the Registration Statement, the Pricing Disclosure Package and the Prospectus, except with respect to applicable Securities Act Regulations, federal and state securities laws and the rules and regulations of the Financial Industry Regulatory Authority, Inc. (“FINRA”),.

Appears in 3 contracts

Samples: Underwriting Agreement (BioRestorative Therapies, Inc.), Underwriting Agreement (BioRestorative Therapies, Inc.), Underwriting Agreement (BioRestorative Therapies, Inc.)

Transactions Contemplated Herein. The Company has all corporate power and authority to enter into this Agreement and the Representative’s Warrant Agreement and to carry out the provisions and conditions hereofhereof and thereof, and all consents, authorizations, approvals and orders Authorizations required in connection therewith have been obtained. No consent, authorization or order Authorization of, and no filing with, any court, government agency, the Exchange or other body Governmental Entity is required for the valid issuance, sale and delivery of the Shares Public Securities and the Representative’s Securities and the consummation of the transactions and agreements contemplated by this Agreement and the delivery of the Representatives’ Warrants Representative’s Warrant Agreement and as contemplated by the Registration Statement, the Pricing Disclosure Package and the Prospectus, except with respect to applicable Securities Act Regulationsfederal and state securities, state securities laws the rules of the Exchange and the rules and regulations of the Financial Industry Regulatory Authority, Inc. (“FINRA”),.

Appears in 2 contracts

Samples: Underwriting Agreement (Neuraxis, INC), Underwriting Agreement (Neuraxis, INC)

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Transactions Contemplated Herein. The Company has all corporate power and authority to enter into this Agreement and the Warrant Agreement and to carry out the provisions and conditions hereof, and all consents, authorizations, approvals and orders required in connection therewith have been obtained. No consent, authorization or order of, and no filing with, any court, government agency, the Exchange agency or other body is required for the valid issuance, sale and delivery of the Shares Public Securities and the consummation of the transactions and agreements contemplated by this Agreement, the Representative’s Warrant Agreement and the delivery of the Representatives’ Warrants and as contemplated by the Registration Statement, the Pricing Disclosure Package and the Prospectus, except with respect to applicable Securities Act Regulations, federal and state securities laws and the rules and regulations of the Exchange and the Financial Industry Regulatory Authority, Inc. (“FINRA”),.

Appears in 2 contracts

Samples: Underwriting Agreement (Bridgeline Digital, Inc.), Underwriting Agreement (Bridgeline Digital, Inc.)

Transactions Contemplated Herein. The Company has all corporate power and authority to enter into this Agreement and to carry out the provisions and conditions hereof, and all consents, authorizations, approvals and orders required in connection therewith have been obtained. No consent, authorization or order of, and no filing with, any court, government agency, the Exchange agency or other body is required for the valid issuance, sale and delivery of the Shares Public Securities and the consummation of the transactions and agreements contemplated by this Agreement Agreement, the Warrants and the delivery of the Representatives’ Warrants Representative’s Warrant Agreement and as contemplated by the Registration Statement, the Pricing Disclosure Package and the Prospectus, except with respect to applicable Securities Act Regulations, federal and state securities laws and the rules and regulations of the Financial Industry Regulatory Authority, Inc. (“FINRA”),.

Appears in 2 contracts

Samples: Underwriting Agreement (Rennova Health, Inc.), Underwriting Agreement (Optex Systems Holdings Inc)

Transactions Contemplated Herein. The Company has all corporate power and authority to enter into this Agreement and to carry out the provisions and conditions hereof, and all consents, authorizations, approvals and orders required in connection therewith have been obtained. No consent, authorization or order of, and no filing with, any court, government agency, the Exchange or other body is required for the valid issuance, sale and delivery of the Shares Units and the consummation of the transactions and agreements contemplated by this Agreement and the delivery of the Representatives’ Representative’s Warrants and as contemplated by the Registration Statement, the Pricing Disclosure Package and the Prospectus, except with respect to applicable Securities Act Regulations, state securities laws and the rules and regulations of the Financial Industry Regulatory Authority, Inc. (“FINRA”),.

Appears in 2 contracts

Samples: Underwriting Agreement (Shuttle Pharmaceuticals Holdings, Inc.), Underwriting Agreement (Shuttle Pharmaceuticals Holdings, Inc.)

Transactions Contemplated Herein. The Company has all corporate power and authority to enter into this Agreement and the Representative Warrant Agreement and to carry out the provisions and conditions hereofhereof and thereof, and all consents, authorizations, approvals and orders Authorizations required in connection therewith have been obtained. No consent, authorization or order Authorization of, and no filing with, any court, government agencyGovernmental Entity, the Exchange or other another body is required for the valid issuance, sale and delivery of the Shares Public Securities and Representative’s Securities and the consummation of the transactions and agreements contemplated by this Agreement and the delivery of the Representatives’ Warrants Representative Warrant Agreement and as contemplated by the Registration Statement, the Pricing Disclosure Package and the Prospectus, except with respect to applicable Securities Act Regulations, federal and state securities or blue-sky laws and the rules and regulations of the Financial Industry Regulatory Authority, Inc. (“FINRA”),.

Appears in 2 contracts

Samples: Underwriting Agreement (Longeveron LLC), Underwriting Agreement (Longeveron Inc.)

Transactions Contemplated Herein. The Company has all corporate power and authority to enter into this Agreement and to carry out the provisions and conditions hereof, and all consents, authorizations, approvals and orders required in connection therewith have been obtained. No consent, authorization or order of, and no filing with, any court, government agency, the Exchange agency or other body is required for the valid issuance, sale and delivery of the Shares Public Securities and the consummation of the transactions and agreements contemplated by this Agreement, the Warrant Agreement and the delivery of the Representatives’ Warrants Underwriter’s Warrant Agreement and as contemplated by the Registration Statement, the Pricing Disclosure Package and the Prospectus, except with respect to applicable Securities Act Regulations, federal and state securities laws and the rules and regulations of the Financial Industry Regulatory Authority, Inc. (“FINRA”),.

Appears in 1 contract

Samples: Underwriting Agreement (Versus Systems Inc.)

Transactions Contemplated Herein. The Company has all corporate power and authority to enter into this Agreement and to carry out the provisions and conditions hereof, and all consents, authorizations, approvals and orders required in connection therewith have been obtained. No consent, authorization or order of, and no filing with, any court, government agency, the Exchange agency or other body is required for the valid issuance, sale and delivery of the Shares Securities and the consummation of the transactions and agreements contemplated by this Agreement, the Warrant Agreement, the Rights Agreement, the Trust Agreement, the Services Agreement, the Subscription Agreement and or the delivery of the Representatives’ Warrants Registration Rights Agreement and as contemplated by the Registration Statement, the Pricing Disclosure Package and the Prospectus, except with respect to applicable Securities Act Regulations, federal and state securities laws and the rules and regulations of promulgated by the Financial Industry Regulatory Authority, Inc. Authority (“FINRA”),.

Appears in 1 contract

Samples: Warrant Agreement (Atlas Growth Acquisition LTD)

Transactions Contemplated Herein. The Company has all corporate power and authority to enter into this Agreement and to carry out the provisions and conditions hereof, and all consents, authorizations, approvals and orders required in connection therewith have been obtained. No consent, authorization or order of, and no filing with, any court, government agency, the Exchange agency or other body is required for the valid issuance, sale and delivery of the Shares Securities and the consummation of the transactions and agreements contemplated by this Agreement, the Public Warrant Agreement and the delivery of the Representatives’ Warrants Representative’s Warrant Agreement and as contemplated by the Registration Statement, the Pricing Disclosure Package and the Prospectus, except with respect to applicable Securities Act Regulations, federal and state securities laws and the rules and regulations of the Financial Industry Regulatory Authority, Inc. (“FINRA”),.

Appears in 1 contract

Samples: Underwriting Agreement (Microlin Bio, Inc.)

Transactions Contemplated Herein. The Company has all full legal right, corporate power and authority to enter into this Agreement and to carry out the provisions and conditions hereof, and all consents, authorizations, approvals and orders required in connection therewith have been obtained. No consent, authorization or order of, and no filing with, any court, government agency, the Exchange agency or other body is required for the valid issuance, sale and delivery of the Shares Public Securities and the consummation of the transactions and agreements contemplated by this Agreement and the delivery of the Representatives’ Warrants Representative’s Warrant Agreement and as contemplated by the Registration Statement, the Pricing Disclosure Package and the Prospectus, except with respect to applicable Securities Act Regulations, federal and state securities laws and the rules and regulations of the Financial Industry Regulatory Authority, Inc. (“FINRA”),.

Appears in 1 contract

Samples: Underwriting Agreement (Sun BioPharma, Inc.)

Transactions Contemplated Herein. The Company has all corporate power and authority to enter into this Agreement and to carry out the provisions and conditions hereof, and all consents, authorizations, approvals and orders required in connection therewith have been obtained. No consent, authorization or order of, and no filing with, any court, government agency, the Exchange agency or other body is required for the valid issuance, sale and delivery of the Shares Public Securities and the consummation of the transactions and agreements contemplated by this Agreement Agreement, the Warrant Agreements and the delivery of the Representatives’ Warrants Representative’s Warrant Agreement and as contemplated by the Registration Statement, the Pricing Disclosure Package and the Prospectus, except with respect to applicable Securities Act Regulations, federal and state securities laws and the rules and regulations of the Exchange and the Financial Industry Regulatory Authority, Inc. (“FINRA”),.

Appears in 1 contract

Samples: Underwriting Agreement (CVSL Inc.)

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