Governmental Consents and Filings. Assuming the accuracy of the representations made by the Investor in Section 3 of this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, which have been made or will be made in a timely manner.
Appears in 5 contracts
Samples: Common Stock Purchase Agreement, Common Stock Purchase Agreement, Note Purchase Agreement (Opgen Inc)
Governmental Consents and Filings. Assuming the accuracy of the representations made by the Investor Investors in Section 3 of this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for (i) the filing of the Restated Certificate, which will have been filed as of the Closing, and (ii) filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, which have been made or will be made in a timely manner.
Appears in 4 contracts
Samples: Series a Preferred Stock Purchase Agreement, Series a Preferred Stock Purchase Agreement, Series a Preferred Stock Purchase Agreement (Comstock Mining Inc.)
Governmental Consents and Filings. Assuming the accuracy of the representations made by the Investor each Purchaser in Section 3 of this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions Transactions contemplated by this Agreementthe Transaction Agreements, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, which have been made or will be made in a timely manner.
Appears in 3 contracts
Samples: Convertible Notes Purchase Agreement (Uber Technologies, Inc), Convertible Notes Purchase Agreement (Uber Technologies, Inc), Convertible Notes Purchase Agreement (Uber Technologies, Inc)
Governmental Consents and Filings. Assuming the accuracy of the representations made by the Investor Purchaser in Section 3 of this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, which have been made or will be made in a timely manner.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (Learn SPAC HoldCo, Inc.), Preferred Unit Purchase Agreement (Learn SPAC HoldCo, Inc.), Class B Preferred Unit Purchase Agreement (Learn SPAC HoldCo, Inc.)
Governmental Consents and Filings. Assuming the accuracy of the representations made by the Investor Purchasers in Section 3 of this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, which have been made or will be made in a timely manner.
Appears in 3 contracts
Samples: Securities Purchase Agreement (MDNA Life Sciences, Inc.), Securities Purchase Agreement (MDNA Life Sciences, Inc.), Securities Purchase Agreement (WESTMOUNTAIN Co)
Governmental Consents and Filings. Assuming the accuracy of the representations made by the Investor in Section 3 of this Agreement, no consent, approval, order Permit, Governmental Order or authorization of, or registration, qualification, designation, declaration or filing with, or notice to, any federal, state or local governmental authority Governmental Authority is required on the part of the Company in connection with the execution and delivery of this Agreement and the other Transaction Documents and the consummation of the transactions transaction contemplated by this Agreementhereby and thereby, except for filings pursuant to Regulation D the filing of the Securities Act, and applicable state securities lawsCertificate of Designations, which will have been made or will be made in a timely mannerfiled as of the Closing,.
Appears in 2 contracts
Samples: Preferred Stock Purchase Agreement (Willis Lease Finance Corp), Series a Preferred Stock Purchase Agreement (Willis Lease Finance Corp)
Governmental Consents and Filings. Assuming the accuracy of the representations made by the Investor Purchasers in Section 3 of this Agreement3, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreementthe Transaction Agreements, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, which have been made or will be made in a timely manner.
Appears in 2 contracts
Samples: Unit Purchase Agreement (Isc8 Inc. /De), Note Purchase Agreement (Isc8 Inc. /De)
Governmental Consents and Filings. Assuming the accuracy of the representations made by the Investor Purchaser in Section 3 of this Agreement3.2, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, which have been made or will be made in a timely manner.
Appears in 2 contracts
Samples: Common Stock Purchase Agreement (Kymera Therapeutics, Inc.), Common Stock Purchase Agreement (rEVO Biologics, Inc.)
Governmental Consents and Filings. Assuming the accuracy of the representations made by the Investor in Section 3 of this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federalnational, state or local governmental authority provincial, municipal, local, autonomous region and Governmental Authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, which have been made or will be made in a timely mannerTransaction.
Appears in 2 contracts
Samples: Share Purchase Agreement (Mercurity Fintech Holding Inc.), Share Purchase Agreement (Su Tuo)
Governmental Consents and Filings. Assuming the accuracy of the representations made by the Investor Purchasers in Section 3 of this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, which have been made or will be made in a timely manner.
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Tpi Composites, Inc)
Governmental Consents and Filings. Assuming the accuracy of the representations made by the each Investor in Section 3 2 of this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority Governmental Authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, which have been made or will be made in a timely manner.
Appears in 1 contract
Governmental Consents and Filings. Assuming the accuracy of the representations made by the Investor Purchasers in Section 3 of this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to applicable state securities laws and Regulation D of the Securities Act, and applicable state securities laws, which have been made or will be made in a timely manner.
Appears in 1 contract
Samples: Series F Preferred Stock and Warrant Purchase Agreement (Winc, Inc.)
Governmental Consents and Filings. Assuming the accuracy of the representations made by the Investor in Section 3 of this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any U.S. federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, Act and applicable state securities laws, which have been made or will be made in a timely manner.
Appears in 1 contract
Samples: Series B Convertible Preferred Stock Agreement (Alon USA Energy, Inc.)
Governmental Consents and Filings. Assuming the accuracy of the representations made by the Investor in Section 3 4 of this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, which have been made or will be made in a timely manner.
Appears in 1 contract
Governmental Consents and Filings. Assuming the accuracy of the representations made by the Investor Purchasers in Section 3 of this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, which have been made or will be made in a timely manner.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Learn SPAC HoldCo, Inc.)
Governmental Consents and Filings. Assuming the accuracy of the representations made by the Investor Purchaser in Section 3 of this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities lawsLaws, which have been made or will be made in a timely manner.
Appears in 1 contract
Samples: Amended and Restated Purchase Option Agreement (Roth CH Acquisition I Co. Parent Corp.)
Governmental Consents and Filings. Assuming the accuracy of the representations made by the Investor in Section 3 of this Agreement, no consent, approval, order or authorization of, or registration, qualification, designation, declaration or filing with, any federal, state or local governmental authority is required on the part of the Company in connection with the consummation of the transactions contemplated by this Agreement, except for filings pursuant to Regulation D of the Securities Act, and applicable state securities laws, which have been made or will be made in a timely manner.
Appears in 1 contract
Samples: Stock and Warrant Purchase Agreement (Agro Capital Management Corp.)
