Patriot Act. The Company certifies that, to the best of Company’s knowledge, neither the Company nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s and/or its Subsidiaries’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall provide the Purchaser all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 19 contracts
Sources: Note Purchase Agreement (Biovest International Inc), Note and Warrant Purchase Agreement (Biovest International Inc), Note Purchase Agreement (Biovest International Inc)
Patriot Act. The Company It certifies that, to the best of Company’s its knowledge, neither the Company it nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company It hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, warrants and covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the PurchaserLaurus, to the extent that they are within the Companyits or any such Subsidiary’s and/or its Subsidiaries’ control shall cause the Purchaser Laurus to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company It shall promptly notify the Purchaser Laurus if any of these representations, warranties or and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Company It shall provide the Purchaser all Laurus with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser Laurus deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s Laurus’ investment in the Companyit. The Company It further understands that the Purchaser Laurus may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretion, determines that it is in the best interests of the Purchaser Laurus in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 12 contracts
Sources: Security and Purchase Agreement (Miscor Group, Ltd.), Security and Purchase Agreement (Micro Component Technology Inc), Security Agreement (Iwt Tesoro Corp)
Patriot Act. The Company It certifies that, to the best of Company’s its knowledge, neither the Company it nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company It hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, warrants and covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the PurchaserLaurus, to the extent that they are within the Company’s and/or its Subsidiaries’ or any such Subsidiary's control shall cause the Purchaser Laurus to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company It shall promptly notify the Purchaser Laurus if any of these representations, warranties or and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Company It shall provide the Purchaser all Laurus with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser Laurus deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s Laurus' investment in the Companyit. The Company It further understands that the Purchaser Laurus may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretion, determines that it is in the best interests of the Purchaser Laurus in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 11 contracts
Sources: Security and Purchase Agreement (Naturade Inc), Security and Purchase Agreement (Proxymed Inc /Ft Lauderdale/), Security and Purchase Agreement (Greenman Technologies Inc)
Patriot Act. The Company certifies that, to the best of Company’s 's knowledge, neither the Company nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s 's and/or its Subsidiaries’ ' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall agrees to provide the Purchaser all any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s 's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 9 contracts
Sources: Securities Purchase Agreement (National Investment Managers Inc.), Note Purchase Agreement (Incentra Solutions, Inc.), Securities Purchase Agreement (Science Dynamics Corp)
Patriot Act. The Company It certifies that, to the best of Company’s its knowledge, neither the Company it nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company It hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, warrants and covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the PurchaserLaurus, to the extent that they are within the Companyits or any such Subsidiary’s and/or its Subsidiaries’ control shall cause the Purchaser Laurus to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company It shall promptly notify the Purchaser Laurus if any of these representations, warranties or and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Company It shall provide the Purchaser all Laurus with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser Laurus deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s Laurus’ investment in the Companyit. The Company It further understands that the Purchaser Laurus may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretion, determines that it is in the best interests of the Purchaser Laurus in light of relevant rules and regulations under the laws set forth in subsection (ii) above. (aa) Company Name; Locations of Offices, Records and Collateral. Schedule 12(aa) sets forth each Company’s name as it appears in official filings in the state of its organization, the type of entity of each Company, the organizational identification number issued by each Company’s state of organization or a statement that no such number has been issued, each Company’s state of organization, and the location of each Company’s chief executive office, corporate offices, warehouses, other locations of Collateral and locations where records with respect to Collateral are kept (including in each case the county of such locations) and, except as set forth in such Schedule 12(aa), such locations have not changed during the preceding twelve months. As of the Closing Date, during the prior five years, except as set forth in Schedule 12(aa), no Company has been known as or conducted business in any other name (including trade names). Each Company has only one state of organization.
Appears in 8 contracts
Sources: Security and Purchase Agreement (Stockeryale Inc), Security Agreement (Iwt Tesoro Corp), Security Agreement (Path 1 Network Technologies Inc)
Patriot Act. The Company certifies that, to the best of Company’s knowledge, neither the Company nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s and/or its Subsidiaries’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall agrees to provide the Purchaser all any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 7 contracts
Sources: Securities Purchase Agreement (Coach Industries Group Inc), Securities Purchase Agreement (Coach Industries Group Inc), Securities Purchase Agreement (Dynamic Health Products Inc)
Patriot Act. The Company certifies thatAll capitalized words and phrases and all defined terms used in the USA Patriot Act of 2001, 107 Public Law 56 (October 26, 2001) and in other statutes and all orders, rules and regulations of the United States government and its various executive departments, agencies and offices related to the subject matter of the Patriot Act (collectively referred to in this Section only as the “Patriot Act”) are incorporated into this Section. Borrower hereby represents and warrants that Borrower, Sponsor and Guarantor and each and every Person affiliated with Borrower, Sponsor and/or Guarantor or that to Borrower’s knowledge has an economic interest in Borrower, or, to the best of CompanyBorrower’s knowledge, neither that has or will have an interest in the Company nor transaction contemplated by this Agreement or in the Property or will participate, in any of its Subsidiaries has been designatedmanner whatsoever, nor is or shall be owned or controlledin the Loan, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants thatis: (i) none in full compliance with all applicable requirements of the cash or property that the Company or Patriot Act and any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States lawregulations issued thereunder; and (ii) no contribution operated under policies, procedures and practices, if applicable, that are in compliance with the Patriot Act and available to Lender for Lender’s review and inspection during normal business hours and upon reasonable prior notice; (iii) not in receipt of any notice from the Secretary of State or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s and/or its Subsidiaries’ control shall cause the Purchaser to be in violation Attorney General of the United States Bank Secrecy Actor any other department, agency or office of the United States International Money Laundering Control Act claiming a violation or possible violation of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if Patriot Act; (iv) not a person who has been determined by competent authority to be subject to any of these representations, warranties the prohibitions contained in the Patriot Act; and (v) not owned or covenants ceases controlled by or now acting and or will in the future act for or on behalf of any person who has been determined to be true subject to the prohibitions contained in the Patriot Act. Borrower covenants and accurate regarding agrees that in the Company event Borrower receives any notice that Borrower, Sponsor or Guarantor (or any of its Subsidiaries. The Company shall provide the Purchaser all additional information regarding the Company their respective beneficial owners, affiliates or participants) or any of its Subsidiaries Person that has an interest in the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it Property is discovered that any of the foregoing representationsindicted, warranties or covenants are incorrectarraigned, or if otherwise required by applicable law or regulation related to custodially detained on charges involving money laundering or similar activitiespredicate crimes to money laundering, Borrower shall immediately notify Lender. At Lender’s option, it shall be an Event of Default hereunder if Borrower, Guarantor, Sponsor or any other party to the Purchaser may undertake appropriate actions Loan is indicted, arraigned or custodially detained on charges involving money laundering or predicate crimes to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) abovemoney laundering.
Appears in 4 contracts
Sources: Loan Agreement (American Realty Capital Trust III, Inc.), Loan Agreement (American Realty Capital Trust III, Inc.), Loan Agreement (American Realty Capital Trust III, Inc.)
Patriot Act. The Company certifies that, to the best of Company’s 's knowledge, neither the Company nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s 's and/or its Subsidiaries’ ' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall agrees to provide in confidence to the Purchaser all any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s 's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 4 contracts
Sources: Securities Purchase Agreement (Synergy Brands Inc), Securities Purchase Agreement (Synergy Brands Inc), Securities Purchase Agreement (Synergy Brands Inc)
Patriot Act. The Company If the Purchaser is a corporation, trust, partnership, limited liability company or other organization, the Purchaser certifies that, to the best of Company’s Purchaser's knowledge, neither the Company nor any of its Subsidiaries Purchaser has not been designated, nor and is or shall be not owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company Purchaser hereby acknowledges that the Purchaser Company seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company Purchaser hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries Purchaser will pay or will contribute to the Purchaser Company has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries Purchaser to the PurchaserCompany, to the extent that they are within the Company’s and/or its Subsidiaries’ Purchaser's control shall cause the Purchaser Company to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company Purchaser shall promptly notify the Purchaser Company if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its SubsidiariesPurchaser. The Company shall Purchaser agrees to provide the Purchaser all Company any additional information regarding the Company or any of its Subsidiaries Purchaser that the Purchaser Company deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company Purchaser understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Company may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s 's investment in the Company. The Company Purchaser further understands that the Purchaser Company may release confidential information about the Company and its Subsidiaries Purchaser and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserCompany, in its sole discretion, determines that it is in the best interests of the Purchaser Company in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 4 contracts
Sources: Security Agreement (Global Payment Technologies Inc), Securities Purchase Agreement (Ophthalmic Imaging Systems), Securities Purchase Agreement (Ophthalmic Imaging Systems)
Patriot Act. The Company certifies that, to the best of Company’s 's knowledge, neither the Company nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s 's and/or its Subsidiaries’ ' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall provide the Purchaser all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s 's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 4 contracts
Sources: Securities Purchase Agreement (Ams Health Sciences Inc), Securities Purchase Agreement (AdAl Group Inc.), Securities Purchase Agreement (AdAl Group Inc.)
Patriot Act. The Company certifies that, to the best of Company’s knowledge, neither the Company nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the each Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the such Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the such Purchaser, to the extent that they are within the Company’s and/or its Subsidiaries’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser Purchasers if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall agrees to provide the Purchaser all Purchasers any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems Purchasers deem necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Purchasers may undertake appropriate actions to ensure compliance with each applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s Purchasers’ investment in the Company. The Company further understands that the each Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the such Purchaser, in its sole discretion, determines that it is in the best interests of the such Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 4 contracts
Sources: Securities Purchase Agreement (Bio Key International Inc), Securities Purchase Agreement (Bio Key International Inc), Securities Exchange Agreement (Bio Key International Inc)
Patriot Act. The Company certifies that, to the best of Company’s knowledge, neither the Company nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks Purchasers seek to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser Purchasers has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the PurchaserPurchasers, to the extent that they are within the Company’s and/or its Subsidiaries’ control shall cause the Purchaser Purchasers to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser Purchasers if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall agrees to provide the Purchaser all Purchasers any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems Purchasers deem necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Purchasers may undertake appropriate actions to ensure compliance with such applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s Purchasers’ investment in the Company. The Company further understands that the Purchaser Purchasers may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserPurchasers, in its their sole reasonable discretion, determines after consultation with legal counsel, determine that it is in the best interests of the Purchaser Purchasers in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 4 contracts
Sources: Securities Purchase Agreement (Corgenix Medical Corp/Co), Securities Purchase Agreement (Corgenix Medical Corp/Co), Securities Purchase Agreement (Corgenix Medical Corp/Co)
Patriot Act. The Company certifies that, to the best of Company’s 's ----------- knowledge, neither the Company nor any of its Subsidiaries has been designated, nor is or shall be owned or controlledcontrolled by, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants that: (ia) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (iib) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s 's and/or its Subsidiaries’ ' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall provide the Purchaser any and all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s 's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (iib) above.
Appears in 3 contracts
Sources: Securities Purchase Agreement (New Century Energy Corp.), Securities Purchase Agreement (New Century Energy Corp.), Securities Purchase Agreement (New Century Energy Corp.)
Patriot Act. The Company certifies that, to the best of Company’s knowledge, neither the Company nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that each of the Purchaser Creditor Parties seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser any Creditor Party has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaserany Creditor Party, to the extent that they are within the Company’s and/or its Subsidiaries’ control shall cause the Purchaser any Creditor Party to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser Agent if any of these representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall provide the Purchaser any Creditor Party all additional information regarding the Company or any of its Subsidiaries that the Purchaser such Creditor Party deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Creditor Parties may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the any Purchaser’s investment in the Company. The Company further understands that the Purchaser Creditor Parties may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchasersuch Creditor Party, in its sole discretion, determines that it is in the best interests of the Purchaser such Creditor Party in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 3 contracts
Sources: Securities Purchase Agreement (Micro Component Technology Inc), Securities Purchase Agreement (Pervasip Corp), Securities Purchase Agreement (General Environmental Management, Inc)
Patriot Act. The Company certifies that, to the best of Company’s knowledge, neither the Company nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s and/or its Subsidiaries’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall provide the Purchaser any and all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 3 contracts
Sources: Securities Purchase Agreement (Earthfirst Technologies Inc), Securities Purchase Agreement (Biodelivery Sciences International Inc), Securities Purchase Agreement (Biodelivery Sciences International Inc)
Patriot Act. The If the Company is a corporation, trust, partnership, limited liability Purchaser or other organization, the Company certifies that, to the best of Company’s knowledge, neither the Company nor any of its Subsidiaries has not been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s and/or its Subsidiaries’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its SubsidiariesCompany. The Company shall agrees to provide the Purchaser all any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the PurchaserCompany’s investment in the CompanyPurchaser. The Company further understands that the Purchaser if required by law, may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 3 contracts
Sources: Securities Purchase Agreement (Paincare Holdings Inc), Securities Purchase Agreement (Paincare Holdings Inc), Securities Purchase Agreement (Paincare Holdings Inc)
Patriot Act. The Company If the Purchaser is an individual, the Purchaser certifies that he or she is not nor to his or her knowledge has been designated, a “suspected terrorist” as defined in Executive Order 13224. If the Purchaser is a corporation, trust, partnership, limited liability company or other organization, the Purchaser certifies that, to the best of CompanyPurchaser’s knowledge, neither the Company nor any of its Subsidiaries Purchaser has not been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company Purchaser hereby acknowledges that the Purchaser Company seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company Purchaser hereby represents, warrants and covenants thatagrees that to its knowledge: (i) none of the cash or property that the Company or any of its Subsidiaries Purchaser will pay or will contribute to the Purchaser Company has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries Purchaser to the PurchaserCompany, to the extent that they are within the CompanyPurchaser’s and/or its Subsidiaries’ control shall cause the Purchaser Company to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company Purchaser shall promptly notify the Purchaser Company if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its SubsidiariesPurchaser. The Company shall Purchaser agrees to provide the Purchaser all Company any additional information regarding the Company or any of its Subsidiaries Purchaser that the Purchaser Company deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company Purchaser understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Company may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s investment in the Company. The In the event that the Company further understands is requested or required (by deposition, interrogatory, request for documents, subpoena, civil investigative demand or similar legal, judiciary or regulatory process or as otherwise required by applicable law or regulation) to disclose any confidential information about a Purchaser, the Company shall (A) provide the Purchaser with prompt prior written notice of such request or requirement and (B) cooperate with the Purchaser so that the Purchaser may release confidential information about seek a protective order or other appropriate remedy. In the event that such protective order or other remedy is not obtained, the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines their respective representatives shall disclose only that it is in the best interests portion of the Purchaser confidential information that such person is advised by legal counsel in light of relevant rules writing is legally required to be disclosed, and regulations under provided that the laws set forth in subsection (ii) aboveCompany uses reasonable efforts to obtain reliable assurance that confidential treatment will be accorded any confidential information so disclosed.
Appears in 3 contracts
Sources: Common Stock Purchase Agreement (Ricks Cabaret International Inc), Common Stock Purchase Agreement (Fibernet Telecom Group Inc\), Common Stock Purchase Agreement (Saflink Corp)
Patriot Act. The Company If the Purchaser is an individual, the Purchaser certifies that he or she is not nor to his or her knowledge has been designated, a "suspected terrorist" as defined in Executive Order 13224. If the Purchaser is a corporation, trust, partnership, limited liability company or other organization, the Purchaser certifies that, to the best of Company’s Purchaser's knowledge, neither the Company nor any of its Subsidiaries Purchaser has not been designated, nor and is or shall be not owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company Purchaser hereby acknowledges that the Purchaser Company seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company Purchaser hereby represents, warrants and covenants thatagrees that to its knowledge: (i) none of the cash or property that the Company or any of its Subsidiaries Purchaser will pay or will contribute to the Purchaser Company has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries Purchaser to the PurchaserCompany, to the extent that they are within the Company’s and/or its Subsidiaries’ Purchaser's control shall cause the Purchaser Company to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company Purchaser shall promptly notify the Purchaser Company if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its SubsidiariesPurchaser. The Company shall Purchaser agrees to provide the Purchaser all Company any additional information regarding the Company or any of its Subsidiaries Purchaser that the Purchaser Company deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company Purchaser understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Company may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s 's investment in the Company. The In the event that the Company further understands is requested or required (by deposition, interrogatory, request for documents, subpoena, civil investigative demand or similar legal, judiciary or regulatory process or as otherwise required by applicable law or regulation) to disclose any confidential information about a Purchaser, the Company shall (A) provide the Purchaser with prompt prior written notice of such request or requirement and (B) cooperate with the Purchaser so that the Purchaser may release confidential information about seek a protective order or other appropriate remedy. In the event that such protective order or other remedy is not obtained, the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines their respective representatives shall disclose only that it is in the best interests portion of the Purchaser confidential information that such person is advised by legal counsel in light of relevant rules writing is legally required to be disclosed, and regulations under provided that the laws set forth in subsection (ii) aboveCompany uses reasonable efforts to obtain reliable assurance that confidential treatment will be accorded any confidential information so disclosed.
Appears in 3 contracts
Sources: Securities Purchase Agreement (Swiss Medica Inc), Note and Warrant Purchase Agreement (V One Corp/ De), Common Stock Purchase Agreement (SCOLR Pharma, Inc.)
Patriot Act. The If the Company is a corporation, trust, partnership, limited liability Purchaser or other organization, the Company certifies that, to the best of Company’s 's knowledge, neither the Company nor any of its Subsidiaries has not been designated, nor and is or shall be not owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s and/or its Subsidiaries’ 's control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its SubsidiariesCompany. The Company shall agrees to provide the Purchaser all any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s Company's investment in the CompanyPurchaser. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 3 contracts
Sources: Securities Purchase Agreement (Pipeline Data Inc), Securities Purchase Agreement (Global Payment Technologies Inc), Securities Purchase Agreement (Conolog Corp)
Patriot Act. The Company certifies that, to the best of Company’s 's knowledge, neither the Company nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s 's and/or its Subsidiaries’ ' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall provide the Purchaser all additional information regarding the Company or any of its Subsidiaries that the Purchaser reasonably deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s 's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole reasonable discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Nestor Inc), Securities Purchase Agreement (Nestor Inc)
Patriot Act. The Company certifies that, to the best of Company’s knowledge, neither the Company nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s and/or its Subsidiaries’ control shall cause the Purchaser or any of its Subsidiaries to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall provide the Purchaser all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s investment in the Company. The Company and its Subsidiaries further understands understand that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Implant Sciences Corp), Securities Purchase Agreement (Implant Sciences Corp)
Patriot Act. The Company certifies that, to the best of Company’s knowledge, neither the Company nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks seek to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s and/or its Subsidiaries’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall agrees to provide the Purchaser all any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems deem necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with each applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Bio Key International Inc), Securities Purchase Agreement (Bio Key International Inc)
Patriot Act. The Company If the Purchaser is an individual, the Purchaser certifies that he or she is not nor to his or her knowledge has been designated, a “suspected terrorist” as defined in Executive Order 13224. If the Purchaser is a corporation, trust, partnership, limited liability company or other organization, the Purchaser certifies that, to the best of CompanyPurchaser’s knowledge, neither the Company nor any of its Subsidiaries Purchaser has not been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company Purchaser hereby acknowledges that the Purchaser Company seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company Purchaser hereby represents, warrants and covenants thatagrees that to its knowledge: (i) none of the cash or property that the Company or any of its Subsidiaries Purchaser will pay or will contribute to the Purchaser Company has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries Purchaser to the PurchaserCompany, to the extent that they are within the CompanyPurchaser’s and/or its Subsidiaries’ control shall cause the Purchaser Company to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company Purchaser shall promptly notify the Purchaser Company if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Purchaser. If the Company or any of its Subsidiaries. The Company shall reasonably believes that the Purchaser has breached the foregoing representations, then the Purchaser agrees to provide the Purchaser all Company any additional information regarding the Company or any of its Subsidiaries Purchaser that the Purchaser Company deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The In the event that the Company understands and agrees that if at any time it is discovered that any of the foregoing representationsrequested or required (by deposition, warranties interrogatory, request for documents, subpoena, civil investigative demand or covenants are incorrectsimilar legal, judiciary or if regulatory process or as otherwise required by applicable law or regulation related regulation) to money laundering or similar activitiesdisclose any confidential information about a Purchaser, the Company shall (A) provide the Purchaser may undertake appropriate actions to ensure compliance with applicable law prompt prior written notice of such request or regulation, including but not limited to segregation and/or redemption of requirement and (B) cooperate with the Purchaser’s investment in the Company. The Company further understands Purchaser so that the Purchaser may release confidential information about seek a protective order or other appropriate remedy. In the event that such protective order or other remedy is not obtained, the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines their respective representatives shall disclose only that it is in the best interests portion of the Purchaser confidential information that such person is advised by legal counsel in light of relevant rules writing is legally required to be disclosed, and regulations under provided that the laws set forth in subsection (ii) aboveCompany uses reasonable efforts to obtain reliable assurance that confidential treatment will be accorded any confidential information so disclosed.
Appears in 2 contracts
Sources: Common Stock Purchase Agreement (Fibernet Telecom Group Inc\), Common Stock Purchase Agreement (Gateway Realty New Jersey LLC)
Patriot Act. The Company It certifies that, to the best of Company’s its knowledge, neither the Company it nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company It hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, warrants and covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the PurchaserLaurus, to the extent that they are within the Companyits or any such Subsidiary’s and/or its Subsidiaries’ control shall cause the Purchaser Laurus to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company It shall promptly notify the Purchaser Laurus if any of these representations, warranties or and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Company It shall provide the Purchaser all Laurus with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser Laurus deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s Laurus’ investment in the Companyit. The Company It further understands that the Purchaser Laurus may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretion, determines that it is in the best interests of the Purchaser Laurus in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 2 contracts
Sources: Security and Purchase Agreement (Time America Inc), Security Agreement (Time America Inc)
Patriot Act. The Company It certifies that, to the best of Company’s its knowledge, neither the Company it nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company It hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, warrants and covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the PurchaserLaurus, to the extent that they are within the Company’s and/or its Subsidiaries’ or any such Subsidiary's control shall cause the Purchaser Laurus to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company It shall promptly notify the Purchaser Laurus if any of these representations, warranties or and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Company It shall provide the Purchaser all Laurus with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser Laurus deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s Laurus' investment in the Companyit. The Company It further understands that the Purchaser Laurus may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretion, determines that it is in the best interests of the Purchaser Laurus in light of relevant rules and regulations under the laws set forth in subsection (ii) above. (aa) Company Name; Locations of Offices, Records and Collateral. Schedule 12(aa) sets forth each Company's name as it appears in official filings in the state of its organization, the type of entity of each Company, the organizational identification number issued by each Company's state of organization or a statement that no such number has been issued, each Company's state of organization, and the location of each Company's chief executive office, corporate offices, warehouses, other locations of Collateral and locations where records with respect to Collateral are kept (including in each case the county of such locations) and, except as set forth in such Schedule 12(aa), such locations have not changed during the preceding twelve months. As of the Closing Date, during the prior five years, except as set forth in Schedule 12(aa), no Company has been known as or conducted business in any other name (including trade names). Each Company has only one state of organization.
Appears in 2 contracts
Sources: Security Agreement (Deja Foods Inc), Security Agreement (Integrated Security Systems Inc)
Patriot Act. The Company certifies that, to the best of Company’s knowledge, neither the Company nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s and/or its Subsidiaries’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall agrees to provide the Purchaser all any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Incentra Solutions, Inc.), Securities Purchase Agreement (Comc Inc)
Patriot Act. The Company Such Lender certifies that, to the best of Companysuch Lender’s knowledge, neither the Company nor any of its Subsidiaries such Lender has not been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser Such Lender seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company such Lender hereby represents, warrants and covenants that: (i) none of the cash or property that such Lender will use to make the Company or any of its Subsidiaries will pay or will contribute to the Purchaser Loans has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment disbursement by the such Lender to any Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Companysuch Lender’s and/or its Subsidiaries’ control control, shall cause the Purchaser such Lender to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company Such Lender shall promptly notify the Purchaser Company Agent if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the such Lender. Such Lender agrees to provide each Company or any of its Subsidiaries. The Company shall provide the Purchaser all additional information regarding the such Lender that each Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company Such Lender understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser such Lender may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchasersuch Lender’s investment in the CompanyParent. The Company Such Lender further understands that the Purchaser Parent may release confidential information about the Company and its Subsidiaries such Lender and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserParent, in its sole discretion, determines that it is in the best interests of the Purchaser Parent in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 2 contracts
Sources: Security Agreement (ProLink Holdings Corp.), Security Agreement (Rapid Link Inc)
Patriot Act. The Company certifies that, to the best of Company’s knowledge, neither the Company nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser Lender seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser Lender has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the PurchaserLender, to the extent that they are within the Company’s and/or its Subsidiaries’ control shall cause the Purchaser Lender to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser Lender if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall agrees to provide the Purchaser all Lender any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems Lender deem necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Lender may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption acceleration of the Purchaser’s investment in obligations to the CompanyLender under the Notes and the other Transaction Documents. The Company further understands that the Purchaser Lender may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchasera Lender, in its sole discretion, determines that it is in the best interests of the Purchaser such Lender in light of relevant rules and regulations under the laws set forth in subsection (ii) above.. (bb)
Appears in 2 contracts
Sources: Loan Agreement (Universal Property Development & Acquisition Corp), Loan Agreement (Continental Fuels, Inc.)
Patriot Act. The Company It certifies that, to the best of Company’s its knowledge, neither the Company it nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company It hereby acknowledges that the Purchaser Lender seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, warrants and covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser Lender has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the PurchaserLender, to the extent that they are within the Companyits or any such Subsidiary’s and/or its Subsidiaries’ control shall cause the Purchaser Lender to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company It shall promptly notify the Purchaser Lender if any of these representations, warranties or and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Company It shall provide the Purchaser all Lender with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser Lender deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Lender may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the PurchaserLender’s investment in the Companyit. The Company It further understands that the Purchaser Lender may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLender, in its sole discretion, determines that it is in the best interests of the Purchaser Lender in light of relevant rules and regulations under the laws set forth in subsection (ii) above. (aa) Company Name; Locations of Offices, Records and Collateral. Schedule 12(aa) sets forth each Company’s name as it appears in official filings in the state of its organization, the type of entity of each Company, the organizational identification number issued by each Company’s state of organization or a statement that no such number has been issued, each Company’s state of organization, and the location of each Company’s chief executive office, corporate offices, warehouses, other locations of Collateral and locations where records with respect to Collateral are kept (including in each case the county of such locations) and, except as set forth in such Schedule 12(aa), such locations have not changed during the preceding twelve months. As of the Closing Date, during the prior five years, except as set forth in Schedule 12(aa), no Company has been known as or conducted business in any other name (including trade names). Each Company has only one state of organization.
Appears in 2 contracts
Sources: Security Agreement (Digital Angel Corp), Security Agreement (Applied Digital Solutions Inc)
Patriot Act. The Company It certifies that, to the best of Company’s its knowledge, neither the Company it nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company It hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, warrants and covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the PurchaserLaurus, to the extent that they are within the Companyits or any such Subsidiary’s and/or its Subsidiaries’ control shall cause the Purchaser Laurus to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company It shall promptly notify the Purchaser Laurus if any of these representations, warranties or and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Company It shall provide the Purchaser all Laurus with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser Laurus deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s Laurus’ investment in the Companyit. The Company It further understands that the Purchaser Laurus may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretiondetermines, determines upon advice of counsel, that it is in required to disclose such information under the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 2 contracts
Sources: Security Agreement (Airnet Communications Corp), Security Agreement (Airnet Communications Corp)
Patriot Act. The Company certifies that, to the best of Company’s knowledge, neither the Company nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser Lender seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser Lender has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the PurchaserLender, to the extent that they are within the Company’s and/or its Subsidiaries’ control shall cause the Purchaser Lender to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser Lender if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall agrees to provide the Purchaser all Lender any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems Lender deem necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Lender may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption acceleration of the Purchaser’s investment in obligations to the CompanyLender under the Note and the other Transaction Documents. The Company further understands that the Purchaser Lender may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchasera Lender, in its sole discretion, determines that it is in the best interests of the Purchaser such Lender in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 2 contracts
Sources: Loan Agreement (Universal Property Development & Acquisition Corp), Loan Agreement (Universal Property Development & Acquisition Corp)
Patriot Act. The Company certifies that, to the best of Company’s 's ----------- knowledge, neither the Parent, Company nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants that: (i) none of the cash or property that the Parent, Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Parent, Company or any of its Subsidiaries or to the Purchaser, to the extent that they are within the Company’s 's and/or its Subsidiaries’ ' and/or the Parent's control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants ceases to be true and accurate regarding the Company or Company, any of its SubsidiariesSubsidiaries or the Parent. The Company shall provide the Purchaser all additional information regarding the Company or Company, any of its Subsidiaries or the Parent that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s 's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and Company, its Subsidiaries and the Parent and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Texhoma Energy Inc), Securities Purchase Agreement (New Century Energy Corp.)
Patriot Act. The Company certifies that, to the best of Company’s 's knowledge, neither the Company nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s 's and/or its Subsidiaries’ ' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall agrees to provide the Purchaser all any additional information regarding the Company or any of its Subsidiaries that the Purchaser reasonably deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s 's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) aboveas required by applicable law .
Appears in 2 contracts
Sources: Note Purchase Agreement (Island Pacific Inc), Securities Purchase Agreement (Island Pacific Inc)
Patriot Act. The Each of Company and each Eligible Subsidiary certifies that, to the best of Company’s 's and such Eligible Subsidiary's knowledge, neither the Company nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Each of Company and each Eligible Subsidiary hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the each of Company and each Eligible Subsidiary hereby representsrepresent, warrants warrant and covenants agree that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the PurchaserLaurus, to the extent that they are within the Company’s and/or its Subsidiaries’ 's or any such Subsidiary's control shall cause the Purchaser Laurus to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Each of Company and each Eligible Subsidiary shall promptly notify the Purchaser Laurus if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Each of Company shall and each Eligible Subsidiary agrees to provide the Purchaser all Laurus with any additional information regarding the Company or any of its Subsidiaries and each Subsidiary thereof that the Purchaser Laurus deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Each of Company and each Eligible Subsidiary understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s Laurus' investment in the CompanyCompany and each Eligible Subsidiary. The Each of Company and each Eligible Subsidiary further understands that the Purchaser Laurus may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretion, determines that it is in the best interests of the Purchaser Laurus in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 2 contracts
Sources: Security Agreement (Return on Investment Corp), Security Agreement (Hesperia Holding Inc)
Patriot Act. The Company certifies that, to the best of Company’s knowledge, neither the Company nor any of its Subsidiaries Subsidiary has been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries Subsidiary will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries Subsidiary to the Purchaser, to the extent that they are within the Company’s and/or its Subsidiaries’ Subsidiary’s control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its SubsidiariesSubsidiary. The Company shall agrees to provide the Purchaser all any additional information regarding the Company or any of its Subsidiaries Subsidiary that the Purchaser reasonably deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s investment in the Company. The Company further understands that the Purchaser Purchaser, if required by applicable law, may release confidential information about the Company and its Subsidiaries Subsidiary and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Bos Better Online Solutions LTD), Securities Purchase Agreement (Bos Better Online Solutions LTD)
Patriot Act. The Company certifies that, to the best of Company’s 's knowledge, neither the Company nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the PurchaserLaurus, to the extent that they are within the Company’s and/or its Subsidiaries’ 's or any such Subsidiary's control shall cause the Purchaser Laurus to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser Laurus if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall agrees to provide the Purchaser all Laurus any additional information regarding the Company or any of its Subsidiaries and each Subsidiary thereof that the Purchaser Laurus deems reasonably necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s Laurus' investment in the Company. The Company further understands that the Purchaser Laurus may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretion, determines that it is in the best interests of the Purchaser Laurus in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 2 contracts
Sources: Loan Agreement (Creative Vistas Inc), Loan Agreement (Creative Vistas Inc)
Patriot Act. (a) The Company certifies that, to the best of Company’s knowledge, neither the Company nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in U.S. Federal Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s and/or its Subsidiaries’ control control, shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall provide the Purchaser all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
(b) The Purchaser certifies that, to the best of Purchaser’s knowledge, neither the Purchaser nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in U.S. Federal Executive Order 13224. The Purchaser hereby acknowledges that the Company seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Purchaser hereby represents, warrants and covenants that: (i) none of the cash or property that the Purchaser or any of its Subsidiaries will pay or will contribute to the Company has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Purchaser or any of its Subsidiaries to the Company, to the extent that they are within the Purchaser’s and/or its Subsidiaries’ control, shall cause the Company to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Purchaser shall promptly notify the Company if any of these representations, warranties or covenants ceases to be true and accurate regarding the Purchaser or any of its Subsidiaries. The Purchaser shall provide the Company all additional information regarding the Purchaser or any of its Subsidiaries that the Company deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Purchaser understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Company may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Company’s investment in the Purchaser. The Purchaser further understands that the Company may release confidential information about the Purchaser and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Company, in its sole discretion, determines that it is in the best interests of the Company in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 2 contracts
Sources: Securities Purchase Agreement (TRUEYOU.COM), Securities Purchase Agreement (TRUEYOU.COM)
Patriot Act. The Company It certifies that, to the best of Company’s its knowledge, neither the Company nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company It hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, warrants and covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the PurchaserLaurus, to the extent that they are within the Company’s and/or its Subsidiaries’ or any such Subsidiary's control shall cause the Purchaser Laurus to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 20012001 or the Canadian Proceeds of Crime (Money Laundering) and Terrorist Financing Act. The Company It shall promptly notify the Purchaser Laurus if any of these representations, warranties or and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Company It shall provide the Purchaser all Laurus with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser Laurus deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s Laurus' investment in the Companyit. The Company It further understands that the Purchaser Laurus may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretion, determines that it is in the best interests of the Purchaser Laurus in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 2 contracts
Sources: Security and Purchase Agreement (On the Go Healthcare Inc), Security and Purchase Agreement (On the Go Healthcare Inc)
Patriot Act. The Company certifies that, to the best of Company’s knowledge, neither the Company nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s and/or its Subsidiaries’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall agrees to provide the Purchaser all any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Powercold Corp), Securities Purchase Agreement (Powercold Corp)
Patriot Act. The Company certifies that, to the best of Company’s knowledge, neither the Company nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s and/or its Subsidiaries’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall provide the Purchaser all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Stockeryale Inc), Securities Purchase Agreement (Stockeryale Inc)
Patriot Act. The Company It certifies that, to the best of Company’s its knowledge, neither the Company it nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company It hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, warrants and covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the PurchaserLaurus, to the extent that they are within the Company’s and/or its Subsidiaries’ or any such Subsidiary's control shall cause the Purchaser Laurus to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company It shall promptly notify the Purchaser Laurus if any of these representations, warranties or and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Company It shall provide the Purchaser all Laurus with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser Laurus deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s Laurus' investment in the Companyit. The Company It further understands that the Purchaser Laurus may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretion, determines that it is in the best interests of the Purchaser Laurus in light of relevant rules and regulations under the laws set forth in subsection (ii) above; provided, however, that Laurus shall only release such confidential information that it has been advised by counsel is necessary to comply with the requests of any such authorities.
Appears in 2 contracts
Sources: Security Agreement (Pacific Cma Inc), Security Agreement (Pacific Cma Inc)
Patriot Act. The Company Purchaser certifies that, to the best of CompanyPurchaser’s knowledge, neither the Company nor any of its Subsidiaries Purchaser has not been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company Purchaser hereby acknowledges that the Purchaser Company seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company Purchaser hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries Purchaser will pay or will contribute to the Purchaser Company has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries Purchaser to the Purchaser, Company to the extent that they are within the CompanyPurchaser’s and/or its Subsidiaries’ control shall cause the Purchaser Company to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company Purchaser shall promptly notify the Purchaser Company if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its SubsidiariesPurchaser. The Company shall Purchaser agrees to provide the Purchaser all Company any additional information regarding the Company or any of its Subsidiaries Purchaser that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company Purchaser understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Company may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption cessation of payments to the Purchaser’s investment in the Company. The Company Purchaser further understands that the Purchaser Company may release confidential information about the Company and its Subsidiaries Purchaser and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserCompany, in its sole discretion, determines that it is in the best interests of the Purchaser Company in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Powercold Corp), Securities Purchase Agreement (Powercold Corp)
Patriot Act. The Company certifies that, to the best of Company’s 's knowledge, neither the Company nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the PurchaserLaurus, to the extent that they are within the Company’s and/or its Subsidiaries’ 's or any such Subsidiary's control shall cause the Purchaser Laurus to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser Laurus if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall agrees to provide the Purchaser all Laurus with any additional information regarding the Company or any of its Subsidiaries and each Subsidiary thereof that the Purchaser Laurus deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s Laurus' investment in the Company. The Company further understands that the Purchaser Laurus may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretion, determines that it is in the best interests of the Purchaser Laurus in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 2 contracts
Sources: Security Agreement (Greenman Technologies Inc), Security Agreement (Conversion Services International Inc)
Patriot Act. The Company certifies that, to the best of Company’s 's knowledge, neither the Company nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s 's and/or its Subsidiaries’ ' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall agrees to provide the Purchaser all any additional information regarding the Company or any of its Subsidiaries that the Purchaser reasonably deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s 's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) aboveas required by applicable law.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Island Pacific Inc), Securities Purchase Agreement (Island Pacific Inc)
Patriot Act. The Each Company certifies that, to the best of such Company’s knowledgeKnowledge, neither the no Company nor any of its their Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Each Company hereby acknowledges that each of the Purchaser Creditor Parties seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the each Company hereby represents, warrants and covenants that: (i) none of the cash or property that the any Company or any of its Subsidiaries will pay or will contribute to the Purchaser any Creditor Party has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the any Company or any of its Subsidiaries to the Purchaserany Creditor Party, to the extent that they are within the such Company’s and/or its Subsidiaries’ control shall cause the Purchaser any Creditor Party to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or 1986, the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Each Company shall promptly notify the Purchaser Agent if any of these representations, warranties or covenants ceases to be true and accurate regarding the any Company or any of its Subsidiaries. The Each Company shall provide the Purchaser any Creditor Party all additional information regarding the such Company or any of its Subsidiaries that the Purchaser such Creditor Party deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Each Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Creditor Parties may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the any Purchaser’s investment in the such Company. The Each Company further understands that solely to the Purchaser extent required by applicable law, the Creditor Parties may release confidential information about the such Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchasersuch Creditor Party, in its sole discretion, determines that it is in the best interests of the Purchaser such Creditor Party in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 2 contracts
Sources: Note Purchase Agreement (usell.com, Inc.), Note Purchase Agreement (usell.com, Inc.)
Patriot Act. The Company certifies thatAll capitalized words and phrases and all defined terms used in the USA Patriot Act of 2001, 107 Public Law 56 (October 26, 2001) and in other statutes and all orders, rules and regulations of the United States government and its various executive departments, agencies and offices related to the subject matter of the Patriot Act (collectively referred to in this Section only as the “Patriot Act”) are incorporated into this Section. Borrower hereby represents and warrants that Borrower and Guarantor and each and every Person affiliated with Borrower and/or Guarantor or that to Borrower’s knowledge has an economic interest in Borrower, or, to the best of CompanyBorrower’s knowledge, neither that has or will have an interest in the Company nor transaction contemplated by this Agreement or in the Property or will participate, in any of its Subsidiaries has been designatedmanner whatsoever, nor is or shall be owned or controlledin the Loan, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants thatis: (i) none in full compliance with all applicable requirements of the cash or property that the Company or Patriot Act and any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States lawregulations issued thereunder; and (ii) no contribution operated under policies, procedures and practices, if applicable, that are in compliance with the Patriot Act and available to Lender for Lender’s review and inspection during normal business hours and upon reasonable prior notice; (iii) not in receipt of any notice from the Secretary of State or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s and/or its Subsidiaries’ control shall cause the Purchaser to be in violation Attorney General of the United States Bank Secrecy Actor any other department, agency or office of the United States International Money Laundering Control Act claiming a violation or possible violation of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if Patriot Act; (iv) not a person who has been determined by competent authority to be subject to any of these representations, warranties the prohibitions contained in the Patriot Act; and (v) not owned or covenants ceases controlled by or now acting and/or will in the future act for or on behalf of any person who has been determined to be true subject to the prohibitions contained in the Patriot Act. Borrower covenants and accurate regarding agrees that in the Company event Borrower receives any notice that Borrower or Guarantor (or any of its Subsidiaries. The Company shall provide the Purchaser all additional information regarding the Company their respective beneficial owners, affiliates or participants) or any of its Subsidiaries Person that has an interest in the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it Property is discovered that any of the foregoing representationsindicted, warranties or covenants are incorrectarraigned, or if otherwise required by applicable law or regulation related to custodially detained on charges involving money laundering or similar activitiespredicate crimes to money laundering, Borrower shall immediately notify Lender. At Lender’s option, it shall be an Event of Default hereunder if Borrower, Guarantor or any other party to the Purchaser may undertake appropriate actions Loan (other than Lender) is indicted, arraigned or custodially detained on charges involving money laundering or predicate crimes to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) abovemoney laundering.
Appears in 2 contracts
Sources: Loan Agreement, Loan Agreement (Consolidated Tomoka Land Co)
Patriot Act. The Company certifies that, to the best of Company’s knowledgeKnowledge, neither the Company nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s and/or its Subsidiaries’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall provide the Purchaser all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s investment in the Company. The Company further understands that solely to the extent required by applicable law, the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 2 contracts
Sources: Securities Purchase Agreement (Applied Digital Solutions Inc), Securities Purchase Agreement (Applied Digital Solutions Inc)
Patriot Act. The Company It certifies that, to the best of Company’s its knowledge, neither the Company it nor any of its Subsidiaries Subsidiaries, has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company It hereby acknowledges that the Purchaser seeks Purchasers seek to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, represents and warrants and covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser Purchasers has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the PurchaserPurchasers, to the extent that they are within the Companyits or any such Subsidiary’s and/or its Subsidiaries’ control shall cause the Purchaser Purchasers to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company It shall promptly notify the Purchaser Purchasers if any of these representations, warranties or and covenants ceases cease to be true and accurate regarding the Company it or any of its Subsidiaries. The Company It shall provide the Purchaser all Purchasers with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser deems Purchasers deem necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Purchasers may undertake appropriate actions action to ensure compliance with applicable law or and regulation, including including, but not limited to to, segregation and/or redemption of the Purchaser’s Purchasers’ investment in the Companyit. The Company It further understands that the Purchaser Purchasers may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserPurchasers, in its their sole discretion, determines determine that it is in the their best interests of the Purchaser in light of relevant rules and regulations under the laws set forth for in subsection (ii) above.
Appears in 2 contracts
Sources: Note Purchase Agreement (Small World Kids Inc), Note Purchase Agreement (Small World Kids Inc)
Patriot Act. (a) The Company certifies that, to the best of Company’s 's knowledge, neither the Company nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “"suspected terrorist” " as defined in U.S. Federal Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s 's and/or its Subsidiaries’ control ' control, shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall provide the Purchaser all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s 's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
(b) The Purchaser certifies that, to the best of Purchaser's knowledge, neither the Purchaser nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a "suspected terrorist" as defined in U.S. Federal Executive Order 13224. The Purchaser hereby acknowledges that the Company seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Purchaser hereby represents, warrants and covenants that: (i) none of the cash or property that the Purchaser or any of its Subsidiaries will pay or will contribute to the Company has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Purchaser or any of its Subsidiaries to the Company, to the extent that they are within the Purchaser's and/or its Subsidiaries' control, shall cause the Company to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Purchaser shall promptly notify the Company if any of these representations, warranties or covenants ceases to be true and accurate regarding the Purchaser or any of its Subsidiaries. The Purchaser shall provide the Company all additional information regarding the Purchaser or any of its Subsidiaries that the Company deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Purchaser understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Company may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Company's investment in the Purchaser. The Purchaser further understands that the Company may release confidential information about the Purchaser and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Company, in its sole discretion, determines that it is in the best interests of the Company in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Sources: Subordinated Securities Purchase Agreement (TRUEYOU.COM)
Patriot Act. The Company certifies that, to the best of Company’s 's knowledge, neither the Company nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s 's and/or its Subsidiaries’ ' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall agrees to provide the Purchaser all any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s 's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole reasonable discretion, determines that it is in the best interests of the necessary for Purchaser to do so in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Sources: Securities Purchase Agreement (Catalyst Lighting Group Inc)
Patriot Act. The Company It certifies that, to the best of Company’s its knowledge, neither the Company it nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company It hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, warrants and covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the PurchaserLaurus, to the extent that they are within the Companyits or any such Subsidiary’s and/or its Subsidiaries’ control shall cause the Purchaser Laurus to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company It shall promptly notify the Purchaser Laurus if any of these representations, warranties or and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Company It shall provide the Purchaser all Laurus with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser Laurus deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s Laurus’ investment in the Companyit. The Company It further understands that the Purchaser Laurus may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretion, determines that it is in the best interests of the Purchaser Laurus in light of relevant rules and regulations under the laws set forth in subsection (ii) above.. (aa) Company Name; Locations of Offices, Records and Collateral. Schedule 12(aa) sets forth each Company’s name as it appears in official filings in the state of its organization, the type of entity of each Company, the organizational identification number issued by each Company’s state of organization or a statement that no such number has been issued, each Company’s state of organization, and the location of each Company’s chief executive office, corporate offices, warehouses, other locations of Collateral and locations where records with respect to Collateral are kept (including in each case the county of such locations) and, except as set forth in such Schedule 12(aa), such locations have not changed during the preceding twelve months. As of the Closing Date, during the prior five years, except as set forth in Schedule 12(aa), no Company has been known as or conducted business in any other name (including trade names). Each Company has only one state of organization. Security and Purchase Agreement
Appears in 1 contract
Sources: Security and Purchase Agreement (Silicon Mountain Holdings, Inc.)
Patriot Act. The Company certifies that, to the best of Company’s knowledge, neither the Company nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants warrants, and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s and/or its Subsidiaries’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 1986, or the United States International Money money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall agrees to provide the Purchaser all any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if if, at any time time, it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with such applicable law or regulation, including including, but not limited to to, segregation and/or redemption of the Purchaser’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole reasonable discretion, after consultation with legal counsel, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Patriot Act. The Company certifies that, to the best of ------------ Company’s 's knowledge, neither the Company nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s 's and/or its Subsidiaries’ ' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall provide the Purchaser all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s 's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Sources: Securities Purchase Agreement (Elec Communications Corp)
Patriot Act. The Company Purchaser certifies that, to the best of CompanyPurchaser’s ’s knowledge, neither the Company nor any of its Subsidiaries Purchaser has not been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company Purchaser hereby acknowledges that the Purchaser seeks and the Company seek to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company Purchaser hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries Purchaser will pay or will contribute to the Purchaser Company has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries Purchaser to the Purchaser, Company to the extent that they are within the CompanyPurchaser’s and/or its Subsidiaries’ control shall cause the Purchaser or the Company to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company Purchaser shall promptly notify the Purchaser Company if any of these representations, warranties or covenants representations ceases to be true and accurate regarding accurate. The Purchaser agrees to provide the Company or any of its Subsidiaries. The Company shall provide the Purchaser all additional information regarding the Company or any of its Subsidiaries Purchaser that the Purchaser Company deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company Purchaser understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Company may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s investment in the Company. The Company Purchaser further understands that the Purchaser may may, pursuant to a court order, release confidential information about the Company and its Subsidiaries Purchaser and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserCompany , in its sole discretion, determines that it is in the best interests of the Purchaser in light of required under relevant rules and regulations under the laws set forth in subsection (ii) aboveabove provided that the Company shall first provide the Purchaser with notice of such court order and an opportunity to seek a protective order.
Appears in 1 contract
Sources: Securities Purchase Agreement (Pacific Biometrics Inc)
Patriot Act. The If the Company is a corporation, trust, partnership, limited liability Purchaser or other organization, the Company certifies that, to the best of Company’s knowledge, neither the Company nor any of its Subsidiaries has not been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s and/or its Subsidiaries’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its SubsidiariesCompany. The Company shall agrees to provide the Purchaser all any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the PurchaserCompany’s investment in the CompanyPurchaser. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Patriot Act. The Company It certifies that, to the best of Company’s its knowledge, neither the Company it nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company It hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, warrants and covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the PurchaserLaurus, to the extent that they are within the Company’s and/or its Subsidiaries’ or any such Subsidiary's control shall cause the Purchaser Laurus to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 20012001 or the Canadian Proceeds of Crime (Money Laundering) and Terrorist Financing Act. The Company It shall promptly notify the Purchaser Laurus if any of these representations, warranties or and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Company It shall provide the Purchaser all Laurus with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser Laurus deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s Laurus' investment in the Companyit. The Company It further understands that the Purchaser Laurus may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretion, determines that it is in the best interests of the Purchaser Laurus in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Patriot Act. The Company certifies that, to the best of Company’s knowledgeKnowledge, neither the Company nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that each of the Purchaser Creditor Parties seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser any Creditor Party has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaserany Creditor Party, to the extent that they are within the Company’s and/or its Subsidiaries’ control shall cause the Purchaser any Creditor Party to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser Agent if any of these representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall provide the Purchaser any Creditor Party all additional information regarding the Company or any of its Subsidiaries that the Purchaser such Creditor Party deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Creditor Parties may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the any Purchaser’s investment in the Company. The Company further understands that the Purchaser Creditor Parties may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchasersuch Creditor Party, in its sole discretion, determines that it is in the best interests of the Purchaser such Creditor Party in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Sources: Note Purchase Agreement (GreenHunter Resources, Inc.)
Patriot Act. The Company certifies that, to the best of Company’s knowledge, neither the Parent, the Company nor any of its their respective Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that each of the Purchaser Creditor Parties seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants that: (i) none of the cash or property that the Parent, the Company or any of its their respective Subsidiaries will pay or will contribute to the Purchaser any Creditor Party has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Parent, the Company or any of its their respective Subsidiaries to the Purchaserany Creditor Party, to the extent that they are within the Parent’s, the Company’s and/or its their respective Subsidiaries’ control control, shall cause the Purchaser any Creditor Party to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser Agent if any of these representations, warranties or covenants ceases to be true and accurate regarding the Parent, the Company or any of its their respective Subsidiaries. The Company shall provide the Purchaser any Creditor Party all additional information regarding the Parent, the Company or any of its their respective Subsidiaries that the Purchaser such Creditor Party deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Creditor Parties may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the any Purchaser’s investment in the Company. The Company further understands that the Purchaser Creditor Parties may release confidential information about the Parent, the Company and its their respective Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchasersuch Creditor Party, in its sole discretion, determines that it is in the best interests of the Purchaser such Creditor Party in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Sources: Securities Purchase Agreement (New Century Energy Corp.)
Patriot Act. The Company It certifies that, to the best of Company’s its knowledge, neither the Company it nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company It hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, warrants and covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the PurchaserLaurus, to the extent that they are within the Companyits or any such Subsidiary’s and/or its Subsidiaries’ control shall cause the Purchaser Laurus to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company It shall promptly notify the Purchaser Laurus if any of these representations, warranties or and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Company It shall provide the Purchaser all Laurus with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser Laurus deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s Laurus’ investment in the Companyit. The Company It further understands that the Purchaser Laurus may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretion, determines that it is in the best interests of the Purchaser Laurus in light of relevant rules and regulations under the laws set forth in subsection (ii) above. Company Name; Locations of Offices, Records and Collateral. Schedule 12(aa) sets forth each Company’s name as it appears in official filings in the state of its organization, the type of entity of each Company, the organizational identification number issued by each Company’s state of organization or a statement that no such number has been issued, each Company’s state of organization, and the location of each Company’s chief executive office, corporate offices, warehouses, other locations of Collateral and locations where records with respect to Collateral are kept (including in each case the county of such locations) and, . 07/08/2005 23 except as set forth in such Schedule 12(aa), such locations have not changed during the preceding twelve months. As of the Closing Date, during the prior five years, except as set forth in Schedule 12(aa), no Company has been known as or conducted business in any other name (including trade names). Each Company has only one state of organization.
Appears in 1 contract
Sources: Security and Purchase Agreement (360 Global Wine Co)
Patriot Act. The Company certifies that, to the best of Company’s 's knowledge, neither the Company nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company hereby acknowledges that each of the Purchaser Creditor Parties seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser any Creditor Party has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaserany Creditor Party, to the extent that they are within the Company’s 's and/or its Subsidiaries’ ' control shall cause the Purchaser any Creditor Party to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser Agent if any of these representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall provide the Purchaser any Creditor Party all additional information regarding the Company or any of its Subsidiaries that the Purchaser such Creditor Party deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Creditor Parties may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the any Purchaser’s 's investment in the Company. The Company further understands that the Purchaser Creditor Parties may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchasersuch Creditor Party, in its sole discretion, determines that it is in the best interests of the Purchaser such Creditor Party in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Patriot Act. The Company It certifies that, to the best of Company’s its knowledge, neither the Company it nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company It hereby acknowledges that each of the Purchaser Creditor Parties seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, warrants and covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser any Creditor Party has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the Purchaserany Creditor Party, to the extent that they are within the Companyits or any such Subsidiary’s and/or its Subsidiaries’ control shall cause the Purchaser such Creditor Party to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company It shall promptly notify the Purchaser Agent if any of these representations, warranties or and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Company It shall provide the Purchaser all any Creditor Party with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser such Creditor Party deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Creditor Parties may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaserany Lender’s investment in the Companyit. The Company It further understands that the Purchaser Creditor Parties may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchasersuch Creditor Party, in its sole discretion, determines that it is in the best interests of the Purchaser such Creditor Party in light of relevant rules and regulations under the laws set forth in subsection (ii) above. (aa) Company Name; Locations of Offices, Records and Collateral. Schedule 12(aa) sets forth each Company’s name as it appears in official filings in the state of its organization, the type of entity of each Company, the organizational identification number issued by each Company’s state of organization or a statement that no such number has been issued, each Company’s state of organization, and the location of each Company’s chief executive office, corporate offices, warehouses, other locations of Collateral and locations where records with respect to Collateral are kept (including in each case the county of such locations) and, except as set forth in such Schedule 12(aa), such locations have not changed during the preceding twelve months. As of the Closing Date, during the prior five years, except as set forth in Schedule 12(aa), no Company has been known as or conducted business in any other name (including trade names). Each Company has only one state of organization.
Appears in 1 contract
Patriot Act. The Each Company certifies that, to the best of Company’s its knowledge, neither the Company it nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Each Company hereby acknowledges that each of the Purchaser Creditor Parties seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the each Company hereby represents, warrants and covenants that: (ia) none of the cash or property that the any Company or any of its Subsidiaries will pay or will contribute to the Purchaser any Creditor Party has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (iib) no contribution or payment by the any Company or any of its Subsidiaries to the Purchaserany Creditor Party, to the extent that they are within the any Company’s and/or its Subsidiaries’ control shall cause the Purchaser such Creditor Party to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Each Company shall promptly notify the Purchaser Creditor Parties if any of these representations, warranties or covenants ceases to be true and accurate regarding the any Company or any of its Subsidiaries. The Each Company shall provide the Purchaser Creditor Parties all additional information regarding the any Company or any of its Subsidiaries that the Purchaser any Creditor Party deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Each Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Creditor Parties may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the any Purchaser’s investment in the any Company. The Each Company further understands that the Purchaser any Creditor Party may release confidential information about the any Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchasersuch Creditor Party, in its sole discretion, determines that it is in the best interests of the Purchaser such Creditor Party in light of relevant rules and regulations under the laws set forth in subsection (iib) above.
Appears in 1 contract
Sources: Securities Purchase Agreement (True North Energy CORP)
Patriot Act. The Company It certifies that, to the best of Company’s its knowledge, neither the Company it nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company It hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, warrants and covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the PurchaserLaurus, to the extent that they are within the Company’s and/or its Subsidiaries’ or any such Subsidiary's control shall cause the Purchaser Laurus to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company It shall promptly notify the Purchaser Laurus if any of these representations, warranties or and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Company It shall provide the Purchaser all Laurus with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser Laurus deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s Laurus' investment in the Companyit. The Company It further understands that the Purchaser Laurus may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretion, determines that it is in the best interests of the Purchaser Laurus in light of relevant rules and regulations under the laws set forth in subsection (ii) above. (aa) COMPANY NAME; LOCATIONS OF OFFICES, RECORDS AND COLLATERAL. SCHEDULE 12(aa) sets forth each Company's name as it appears in official filings in the state of its organization, the type of entity of each Company, the organizational identification number issued by each Company's state of organization or a statement that no such number has been issued, each Company's state of organization, and the location of each Company's chief executive office, corporate offices, warehouses, other locations of Collateral and locations where records with respect to Collateral are kept (including in each case the county of such locations) and, except as set forth in such SCHEDULE 12(aa), such locations have not changed during the preceding twelve months. As of the Closing Date, during the prior five years, except as set forth in SCHEDULE 12(aa), no Company has been known as or conducted business in any other name (including trade names). Each Company has only one state of organization.
Appears in 1 contract
Patriot Act. The Patients and the Company certifies each certify that, to the best of each of Patients’ and the Company’s knowledge, neither the Company Patients nor any of its Subsidiaries has been designated, nor is or shall be owned or controlledcontrolled by, by a “suspected terrorist” as defined in Executive Order 13224. The Company Patients hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, each of Patients and the Company hereby represents, warrants and covenants that: (i) none of the cash or property that the Company Patients or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company Patients or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s Patients’ and/or its Subsidiaries’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Patients and/or the Company shall promptly notify the Purchaser if any of these representations, warranties or covenants ceases to be true and accurate regarding the Company Patients or any of its Subsidiaries. The Patients and the Company shall provide the Purchaser any and all additional information regarding the Company Patients or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Patients and the Company understands understand and agrees agree that if at any time it is discovered that any of the foregoing representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s investment in Patients and/or the Company. The Patients and the Company further understands understand that the Purchaser may release confidential information about the Company Patients and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Sources: Securities Purchase Agreement (Patients & Physicians, Inc.)
Patriot Act. The Company certifies that, to the best of Company’s 's knowledge, neither the Company nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s 's and/or its Subsidiaries’ ' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall agrees to provide the Purchaser all any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s 's investment in the Company. The Company further understands that the Purchaser may may, pursuant to a court order, release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of required under relevant rules and regulations under the laws set forth in subsection (ii) aboveabove provided that the Purchaser shall first provide the Company with notice of such court order and an opportunity to seek a protective order.
Appears in 1 contract
Sources: Securities Purchase Agreement (Pacific Biometrics Inc)
Patriot Act. The Company certifies that, to the best of Company’s knowledge, neither the Company nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company Borrower hereby acknowledges that the Purchaser seeks Agent and the Lenders seek to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company Borrower hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company Borrower or any of its Subsidiaries will pay or will contribute to the Purchaser Agent or the Lenders has been or shall be derived from, or related to, any activity of Borrower or its Subsidiaries that is deemed criminal under United States law; and (ii) no contribution or payment by the Company Borrower or any of its Subsidiaries to the PurchaserAgent or the Lenders, to the extent that they are within the CompanyBorrower’s and/or its Subsidiaries’ control shall cause the Purchaser Agent or any Lender to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company Borrower shall promptly notify the Purchaser Agent if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company either Borrower or any of its Subsidiaries. The Company shall Borrower agrees to provide the Purchaser all Agent any additional information regarding the Company either Borrower or any of its Subsidiaries that the Purchaser deems Agent deem necessary or reasonably convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company Borrower understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Agent or the Lenders may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s investment in the Company. The Company Borrower further understands that the Purchaser Agent and/or the Lenders may release confidential information about the Company either Borrower and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, Agent and/or the Lenders in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations Agent and/or the Lenders to do so under the laws set forth in subsection (ii) above.
Appears in 1 contract
Patriot Act. The Company It certifies that, to the best of Company’s its knowledge, neither the Company it nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company It hereby acknowledges that each of the Purchaser Creditor Parties seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, warrants and covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser any Creditor Party has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the Purchaserany Creditor Party, to the extent that they are within the Companyits or any such Subsidiary’s and/or its Subsidiaries’ control control, shall cause the Purchaser such Creditor Party to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company It shall promptly notify the Purchaser Agent if any of these representations, warranties or and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Company It shall provide the Purchaser all any Creditor Party with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser such Creditor Party deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Creditor Parties may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaserany Lender’s investment in the Companyit. The Company It further understands that the Purchaser Creditor Parties may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchasersuch Creditor Party, in its sole discretion, determines that it is in the best interests of the Purchaser such Creditor Party in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Sources: Term Loan and Security Agreement (Accentia Biopharmaceuticals Inc)
Patriot Act. The Company certifies that, to the best of Company’s knowledge, neither the Company nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s and/or its Subsidiaries’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall agrees to provide the Purchaser all any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s investment in the Company. The Company further understands that the Purchaser may may, pursuant to a court order, release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of required under relevant rules and regulations under the laws set forth in subsection (ii) aboveabove provided that the Purchaser shall first provide the Company with notice of such court order and an opportunity to seek a protective order.
Appears in 1 contract
Sources: Securities Purchase Agreement (Pacific Biometrics Inc)
Patriot Act. The Company certifies that, to the best of Company’s, Iview’s and Iview Parent’s knowledge, neither the Company Company, Iview, Iview Parent nor any of its their respective Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company Company, Iview, Iview Parent or any of its their respective Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company Company, Iview, Iview Parent or any of its their respective Subsidiaries to the Purchaser, to the extent that they are within the Company’s, Iview Parent’s and/or its their respective Subsidiaries’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company Company, Iview, Iview Parent or any of its their respective Subsidiaries. The Company shall agrees to provide the Purchaser all any additional information regarding the Company Company, Iview, Iview Parent or any of its their respective Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company Company, Iview, Iview Parent and its their respective Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Sources: Securities Purchase Agreement (Creative Vistas Inc)
Patriot Act. The Company Debtor and each of its Subsidiaries certifies that, to the best of Companythe Debtor’s knowledge, neither the Company Debtor nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company Debtor hereby acknowledges that the Purchaser Lender seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company Debtor hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser Lender has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the PurchaserLender, to the extent that they are within the CompanyDebtor’s and/or its Subsidiaries’ or any such Subsidiary’s control shall cause the Purchaser Lender to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company Debtor shall promptly notify the Purchaser Lender if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company Debtor or any of its Subsidiaries. The Company shall Debtor agrees to provide the Purchaser all Lender with any additional information regarding the Company or any of its Subsidiaries Debtor and each Subsidiary thereof that the Purchaser Lender deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company Debtor understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Lender may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the PurchaserLender’s investment in the CompanyDebtor and each of its Subsidiaries. The Company Debtor further understands that the Purchaser Lender may release confidential information about the Company Debtor and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLender, in its sole discretion, determines that it is in the best interests of the Purchaser Lender in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Patriot Act. The Company certifies that, to the best of the Company’s knowledge, neither the Company nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s and/or its Subsidiaries’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall provide the Purchaser all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines 's legal counsels determine that it such release of confidential information is in the best interests of the Purchaser required in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Patriot Act. The Company certifies that, to the best of Company’s knowledge, neither the Company nor any of its Subsidiaries has not been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser each Subscriber seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser Subscriber has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the PurchaserSubscriber, to the extent that they are within the Company’s and/or its Subsidiaries’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser Subscriber if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its SubsidiariesCompany. The Company shall agrees to provide the Purchaser all Subscriber any additional information regarding the Company or any of its Subsidiaries that the Purchaser Subscriber deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Subscriber may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserSubscriber, in its sole discretion, determines that it is in the best interests of the Purchaser Subscriber in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Sources: Subscription Agreement (Commonwealth Biotechnologies Inc)
Patriot Act. The Company Borrower certifies that, to the best of CompanyBorrower’s knowledge, neither the Company Borrower nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company Borrower hereby acknowledges that the Purchaser Lender seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company Borrower hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company Borrower or any of its Subsidiaries will pay or will contribute to the Purchaser Lender has been or shall be derived from, or related to, any activity by Borrower or any of its Subsidiaries that is deemed criminal under United States law; and (ii) no contribution or payment by the Company Borrower or any of its Subsidiaries to the PurchaserLender, to the extent that they are within the CompanyBorrower’s and/or its Subsidiaries’ control shall cause the Purchaser Lender to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company Borrower shall promptly notify the Purchaser Lender if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company either Borrower or any of its Subsidiaries. The Company shall Borrower agrees to provide the Purchaser all Lender any additional information regarding the Company either Borrower or any of its Subsidiaries that the Purchaser Lender deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company Borrower understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Lender may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s investment in the Company. The Company Borrower further understands that the Purchaser Lender may release confidential information about the Company either Borrower and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLender, in its sole discretion, determines that it is in the best interests of the Purchaser Lender in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Sources: Credit Agreement (Pet DRx CORP)
Patriot Act. The Company It certifies that, to the best of Company’s its knowledge, neither the Company it nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company It hereby acknowledges that the Purchaser Calliope seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, warrants and covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser Calliope has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the PurchaserCalliope, to the extent that they are within the Companyits or any such Subsidiary’s and/or its Subsidiaries’ control shall cause the Purchaser Calliope to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company It shall promptly notify the Purchaser Calliope if any of these representations, warranties or and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Company It shall provide the Purchaser all Calliope with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser deems Xxxxxxxx xxxxx necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Calliope may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the PurchaserCalliope’s investment in the Companyit. The Company It further understands that the Purchaser Calliope may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserCalliope, in its sole discretion, determines that it is in the best interests of the Purchaser Calliope in light of relevant rules and regulations under the laws set forth in subsection (ii) above. (aa) Company Name; Locations of Offices, Records and Collateral. Schedule 12(aa) sets forth each Company’s name as it appears in official filings in the state of its organization, the type of entity of each Company, the organizational identification number issued by each Company’s state of organization or a statement that no such number has been issued, each Company’s state of organization, and the location of each Company’s chief executive office, corporate offices, warehouses, other locations of Collateral and locations where records with respect to Collateral are kept (including in each case the county of such locations) and, except as set forth in such Schedule 12(aa), such locations have not changed during the preceding twelve months. As of the Closing Date, during the prior five years, except as set forth in Schedule 12(aa), no Company has been known as or conducted business in any other name (including trade names). Each Company has only one state of organization.
Appears in 1 contract
Patriot Act. The Company certifies that, to the best of Company’s knowledge, neither the Company nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s and/or its Subsidiaries’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall agrees to provide the Purchaser all any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with such applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its their sole reasonable discretion, determines after consultation with legal counsel, determine that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Patriot Act. The Company certifies that, to the best of Company’s knowledge, neither the Company nor any of its Subsidiaries subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries subsidiaries will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries subsidiaries to the PurchaserLaurus, to the extent that they are within the Company’s and/or its Subsidiaries’ or any such subsidiary’s control shall cause the Purchaser Laurus to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser Laurus if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiariessubsidiaries. The Company shall agrees to provide the Purchaser all Laurus with any additional information regarding the Company or any of its Subsidiaries and each subsidiary thereof that the Purchaser Laurus deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s Laurus’ investment in the Company. The Company further understands that the Purchaser Laurus may release confidential information about the Company and its Subsidiaries subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretion, exercised reasonably, determines that it is in the best interests of the Purchaser Laurus in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Patriot Act. The Company Calliope certifies that, to the best of CompanyCalliope’s knowledge, neither the Company nor any of its Subsidiaries Calliope has not been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser Calliope seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company Calliope hereby represents, warrants and covenants that: (i) none of the cash or property that Calliope will use to make the Company or any of its Subsidiaries will pay or will contribute to the Purchaser Loans has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment disbursement by the Calliope to any Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the CompanyCalliope’s and/or its Subsidiaries’ control control, shall cause the Purchaser Calliope to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company Calliope shall promptly notify the Purchaser Company Agent if any of these representations, warranties or covenants representations ceases to be true and accurate regarding Calliope. Calliope agrees to provide the Company or any of its Subsidiaries. The Company shall provide the Purchaser all additional information regarding Calliope that the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company Calliope understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Calliope may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the PurchaserCalliope’s investment in the CompanyParent. The Company Calliope further understands that the Purchaser Parent may release confidential information about the Company and its Subsidiaries Calliope and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserParent, in its sole discretion, determines that it is in the best interests of the Purchaser Parent in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Patriot Act. The Company certifies that, to the best of Company’s knowledge, neither the Company nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the PurchaserLaurus, to the extent that they are within the Company’s and/or its Subsidiaries’ or any such Subsidiary’s control shall cause the Purchaser Laurus to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser Laurus if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall agrees to provide the Purchaser all Laurus with any additional information regarding the Company or any of its Subsidiaries and each Subsidiary thereof that the Purchaser Laurus reasonably deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s Laurus’ investment in the Company. The Company further understands that the Purchaser Laurus may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretion, determines that it is in the best interests of the Purchaser Laurus in light of relevant rules and regulations under the laws set forth in subsection (ii) above. (bb) Schedule 12(bb) sets forth Company’s and each Eligible Subsidiary’s name as it appears in official filings in the state of its incorporation, the type of entity of Company and each Eligible Subsidiary, the organizational identification number issued by Company’s and each Eligible Subsidiary’s state of incorporation or a statement that no such number has been issued, Company’s and each Eligible Subsidiary’s state of incorporation, and the location of Company’s and each Eligible Subsidiary’s chief executive office, corporate offices, warehouses, other locations of Collateral and locations where records with respect to Collateral are kept (including in each case the county of such locations) and, except as set forth in such Schedule 12(bb), such locations have not changed during the preceding twelve months. As of the Closing Date, during the prior five years, except as set forth in Schedule 12(bb), neither Company nor any Eligible Subsidiary has been known as or conducted business in any other name (including trade names). Each of Company and each Eligible Subsidiary has only one state of incorporation.
Appears in 1 contract
Sources: Security Agreement (Comc Inc)
Patriot Act. The Each of Company and each Eligible Subsidiary certifies that, to the best of Company’s and such Eligible Subsidiary’s knowledge, neither the Company nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Each of Company and each Eligible Subsidiary hereby acknowledges that the Purchaser Federal Partners seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the each of Company and each Eligible Subsidiary hereby representsrepresent, warrants warrant and covenants agree that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser Federal Partners has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the PurchaserFederal Partners, to the extent that they are within the Company’s and/or its Subsidiaries’ or any such Subsidiary’s control shall cause the Purchaser Federal Partners to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Each of Company and each Eligible Subsidiary shall promptly notify the Purchaser Federal Partners if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Each of Company shall and each Eligible Subsidiary agrees to provide the Purchaser all Federal Partners with any additional information regarding the Company or any of its Subsidiaries and each Subsidiary thereof that the Purchaser Federal Partners deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Each of Company and each Eligible Subsidiary understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Federal Partners may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s Federal Partners’ investment in the CompanyCompany and each Eligible Subsidiary. The Each of Company and each Eligible Subsidiary further understands that the Purchaser Federal Partners may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserFederal Partners, in its sole discretion, determines that it is in the best interests of the Purchaser Federal Partners in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Sources: Security and Purchase Agreement (Thomas Equipment, Inc.)
Patriot Act. The Company certifies that, to the best of Company’s knowledge, neither the Company nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the PurchaserLaurus, to the extent that they are within the Company’s and/or its Subsidiaries’ or any such Subsidiary’s control shall cause the Purchaser Laurus to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser Laurus if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall agrees to provide the Purchaser all Laurus with any additional information regarding the Company or any of its Subsidiaries and each Subsidiary thereof that the Purchaser Laurus deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s Laurus’ investment in the Company. The Company further understands that the Purchaser Laurus may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretion, determines that it is in the best interests of the Purchaser Laurus in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Sources: Security Agreement (Conversion Services International Inc)
Patriot Act. The Company certifies that, to the best of Company’s 's knowledge, neither the Company nor any of its Subsidiaries has not been designated, nor and is or shall be not owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s and/or its Subsidiaries’ 's control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its SubsidiariesCompany. The Company shall agrees to provide the Purchaser all any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s 's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Patriot Act. The Each of Company and each Eligible Subsidiary certifies that, to the best of Company’s and such Eligible Subsidiary’s knowledge, neither the Company nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Each of Company and each Eligible Subsidiary hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the each of Company and each Eligible Subsidiary hereby representsrepresent, warrants warrant and covenants agree that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the PurchaserLaurus, to the extent that they are within the Company’s and/or its Subsidiaries’ or any such Subsidiary’s control shall cause the Purchaser Laurus to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Each of Company and each Eligible Subsidiary shall promptly notify the Purchaser Laurus if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Each of Company shall and each Eligible Subsidiary agrees to provide the Purchaser all Laurus with any additional information regarding the Company or any of its Subsidiaries and each Subsidiary thereof that the Purchaser Laurus deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Each of Company and each Eligible Subsidiary understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s Laurus’ investment in the CompanyCompany and each Eligible Subsidiary. The Each of Company and each Eligible Subsidiary further understands that the Purchaser Laurus may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretion, determines that it is in the best interests of the Purchaser Laurus in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Sources: Security and Purchase Agreement (Maxim Mortgage Corp/)
Patriot Act. The Company It certifies that, to the best of Company’s its knowledge, neither the Company it nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company It hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, warrants and covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the PurchaserLaurus, to the extent that they are within the Companyits or any such Subsidiary’s and/or its Subsidiaries’ control shall cause the Purchaser Laurus to be in violation of the United States Xxxxxx Xxxxxx Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company It shall promptly notify the Purchaser Laurus if any of these representations, warranties or and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Company It shall provide the Purchaser all Laurus with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser Laurus deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s Laurus’ investment in the Companyit. The Company It further understands that the Purchaser Laurus may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretion, determines that it is in the best interests of the Purchaser Laurus in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Sources: Security Agreement (Accentia Biopharmaceuticals Inc)
Patriot Act. The Company certifies that, to the best of Company’s knowledge, neither the Company nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser in connection with the transactions contemplated hereby has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the PurchaserPurchaser in connection with the transactions contemplated hereby, to the extent that they are within the Company’s and/or its Subsidiaries’ control control, shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall provide the Purchaser any and all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, and upon the advice of its counsel, determines that it is in the best interests of the Purchaser in light of the relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Sources: Securities Purchase Agreement (Standard Management Corp)
Patriot Act. The If the Company is a corporation, trust, partnership, limited liability Purchaser or other organization, the Company certifies that, to the best of Company’s 's knowledge, neither the Company nor any of its Subsidiaries has not been designated, nor and is or shall be not owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s and/or its Subsidiaries’ 's control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants ceases the representations under this subsection cease to be true and accurate regarding the Company or any of its SubsidiariesCompany. The Company shall agrees to provide the Purchaser all any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations under this subsection are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s Company's investment in the CompanyPurchaser. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Patriot Act. The Parent and each Company certifies that, to the best of Company’s its knowledge, neither the Company it nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Parent and each Company hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Parent and each Company hereby represents, warrants and covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the PurchaserLaurus, to the extent that they are within the Companyits or any such Subsidiary’s and/or its Subsidiaries’ control shall cause the Purchaser Laurus to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Parent and each Company shall promptly notify the Purchaser Laurus if any of these representations, warranties or and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Parent and each Company shall provide the Purchaser Laurus with any and all additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser Laurus deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Parent and each Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s Laurus’ investment in the Companyit. The Parent and each Company further understands that the Purchaser Laurus may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretion, determines that it is in the best interests of the Purchaser Laurus in light of relevant rules and regulations under the laws set forth in subsection (ii) above. (aa) Company Name; Locations of Offices, Records and Collateral. Schedule 12(aa) sets forth each Company’s name as it appears in official filings in the state of its organization, the type of entity of each Company, the organizational identification number issued by each Company’s state of organization or a statement that no such number has been issued, each Company’s state of organization, and the location of each Company’s chief executive office, corporate offices, warehouses, other locations of Collateral and locations where records with respect to Collateral are kept (including in each case the county of such locations) and, except as set forth in such Schedule 12(aa), such locations have not changed during the preceding twelve months. As of the Closing Date, during the prior five years, except as set forth in Schedule 12(aa), no Company has been known as or conducted business in any other name (including trade names). Each Company has only one state of organization.
Appears in 1 contract
Patriot Act. The Company It certifies that, to the best of Company’s its knowledge, neither the Company it nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company It hereby acknowledges that the Purchaser Gryphon seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, warrants and covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser Gryphon has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the PurchaserGryphon, to the extent that they are within the Company’s and/or its Subsidiaries’ or any such Subsidiary's control shall cause the Purchaser Gryphon to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company It shall promptly notify the Purchaser Gryphon if any of these representations, warranties or and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Company It shall provide the Purchaser all Gryphon with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser Gryphon deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Gryphon may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s Gryphon's investment in the Companyit. The Company It further understands that the Purchaser Gryphon may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserGryphon, in its sole discretion, determines that it is in the best interests of the Purchaser Gryphon in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Sources: Security Agreement (American Technologies Group Inc)
Patriot Act. The Each Company certifies that, to the best of Company’s its knowledge, neither the Company it nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Each Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the each Company hereby represents, warrants and covenants that: (i) none of the cash or property that the any Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the any Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the any Company’s 's and/or its Subsidiaries’ ' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Each Company shall promptly notify the Purchaser if any of these representations, warranties or covenants ceases to be true and accurate regarding the any Company or any of its Subsidiaries. The Each Company shall provide the Purchaser all additional information regarding the any Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Each Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants are incorrect, or if otherwise required by applicable law Applicable Law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law Applicable Law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s 's investment in the any Company. The Each Company further understands that the Purchaser may release confidential information about the any Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of any Applicable Law including the relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Sources: Securities Purchase Agreement (Pacific Energy Resources LTD)
Patriot Act. The Company It certifies that, to the best of Company’s its knowledge, neither the Company it nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company It hereby acknowledges that each of the Purchaser Creditor Parties seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, warrants and covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser any Creditor Party has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the Purchaserany Creditor Party, to the extent that they are within the Companyits or any such Subsidiary’s and/or its Subsidiaries’ control shall cause the Purchaser such Creditor Party to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company It shall promptly notify the Purchaser Agent if any of these representations, warranties or and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Company It shall provide the Purchaser all any Creditor Party with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser such Creditor Party deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Creditor Parties may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaserany Lender’s investment in the Companyit. The Company It further understands that the Purchaser Creditor Parties may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchasersuch Creditor Party, in its sole discretion, determines that it is in the best interests of the Purchaser such Creditor Party in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Patriot Act. The Company Such Lender certifies that, to the best of Companysuch Lender’s knowledge, neither the Company nor any of its Subsidiaries such Lender has not been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser Such Lender seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company such Lender hereby represents, warrants and covenants that: (i) none of the cash or property that such Lender will use to make the Company or any of its Subsidiaries will pay or will contribute to the Purchaser Loans has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment disbursement by the such Lender to any Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Companysuch Lender’s and/or its Subsidiaries’ control control, shall cause the Purchaser such Lender to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company Such Lender shall promptly notify the Purchaser Company Agent if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiariessuch Lender. The Company shall Such Lender agrees to provide the Purchaser all Companies any additional information regarding the Company or any of its Subsidiaries such Lender that the Purchaser deems Companies deem necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company Such Lender understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser such Lender may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchasersuch Lender’s investment in the CompanyParent. The Company Such Lender further understands that the Purchaser Parent may release confidential information about the Company and its Subsidiaries such Lender and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserParent, in its sole discretion, determines that it is in the best interests of the Purchaser Parent in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Sources: Security Agreement (Sten Corp)
Patriot Act. The Company Purchaser certifies that, to the best of Company’s the Purchaser's knowledge, neither the Company Purchaser nor any of its Subsidiaries directors, officers, managers, affiliates, agents or employees has been designated, nor and is or shall be not owned or controlled, controlled by a “"suspected terrorist” " as defined in Executive Order 13224. The Company Purchaser hereby acknowledges that the Purchaser Company seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company Purchaser hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company Purchaser or any of its Subsidiaries affiliates or agents will pay or will contribute to the Purchaser Company has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company Purchaser or any of its Subsidiaries affiliates or agents to the PurchaserCompany, to the extent that they are within the Company’s Purchaser's and/or its Subsidiaries’ directors', officers', managers', affiliates', agents', or employees' control shall cause the Purchaser Company to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company Purchaser shall promptly notify the Purchaser Company if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Purchaser and any of its directors, officers, managers, affiliates, agents, or employees. The Purchaser agrees to provide the Company any additional information regarding the Purchaser or any of its Subsidiaries. The Company shall provide the Purchaser all additional information regarding directors, officers, managers, affiliates, agents, or employees that the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and all similar activities. The Company Purchaser understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Company may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s investment in the Company. The Company Purchaser further understands that the Purchaser Company may release confidential information about the Company Purchaser and its Subsidiaries directors, officers, managers, affiliates, agents, or employees and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserCompany, in its sole discretion, determines that it is in the best interests of the Purchaser Company in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Patriot Act. The Company certifies that, to the best of Company’s 's knowledge, neither the Company nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants that: (ia) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (iib) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s 's and/or its Subsidiaries’ ' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall provide the Purchaser all additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s 's investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (iib) above.
Appears in 1 contract
Sources: Securities Purchase Agreement (RPM Technologies Inc)
Patriot Act. The Company certifies that, to the best of Company’s knowledge, neither the Company nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that each of the Purchaser Creditor Parties seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser any Creditor Party has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaserany Creditor Party, to the extent that they are within the Company’s and/or its Subsidiaries’ control control, shall cause the Purchaser any Creditor Party to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 1986, as amended, or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser Agent if any of these representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall provide the Purchaser any Creditor Party all additional information regarding the Company or any of its Subsidiaries that the Purchaser such Creditor Party deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Creditor Parties may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the any Purchaser’s investment in the Company. The Company further understands that the Purchaser Creditor Parties may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchasersuch Creditor Party, in its sole discretion, determines that it is in the best interests of the Purchaser such Creditor Party in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Sources: Securities Purchase Agreement (New Century Energy Corp.)
Patriot Act. The Company certifies that, to the best of Company’s knowledge, neither the Company nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company hereby acknowledges that each of the Purchaser Creditor Parties seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser any Creditor Party has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaserany Creditor Party, to the extent that they are within the Company’s and/or its Subsidiaries’ control shall cause the Purchaser any Creditor Party to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall provide the Purchaser any Creditor Party all additional information regarding the Company or any of its Subsidiaries that the Purchaser such Creditor Party deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Creditor Parties may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the any Purchaser’s investment in the Company. The Company further understands that the Purchaser Creditor Parties may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchasersuch Creditor Party, in its sole discretion, determines that it is in the best interests of the Purchaser such Creditor Party in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Sources: Securities Purchase Agreement (Elec Communications Corp)
Patriot Act. The Company certifies that, to the best of Company’s 's knowledge, neither the Company nor any of its Subsidiaries the Subsidiary has been designated, nor and is or shall be not owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks seek to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries the Subsidiary will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries the Subsidiary to the Purchaser, to the extent that they are within the Company’s 's and/or its Subsidiaries’ the Subsidiary' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiariesthe Subsidiary. The Company shall provide the Purchaser all any additional information regarding the Company or any of its Subsidiaries the Subsidiary that the Purchaser deems deem necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s ' investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries the Subsidiary and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Sources: Securities Purchase Agreement (Smartserv Online Inc)
Patriot Act. The Company Borrower certifies that, to the best of CompanyXxxxxxxx’s knowledge, neither the Company Borrower nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company Borrower hereby acknowledges that the Purchaser seeks Lenders seek to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company Borrower hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company Borrower or any of its Subsidiaries will pay or will contribute to the Purchaser Lenders has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company Borrower or any of its Subsidiaries to the PurchaserLenders, to the extent that they are within the CompanyBorrower’s and/or its Subsidiaries’ control shall cause the Purchaser Lenders to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company Borrower shall promptly notify the Purchaser Lenders if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company either Borrower or any of its Subsidiaries. The Company shall Borrower agrees to provide the Purchaser all Lenders any additional information regarding the Company either Borrower or any of its Subsidiaries that the Purchaser deems Lenders deem necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company Xxxxxxxx understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Lenders may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s investment in the Company. The Company Borrower further understands that the Purchaser Lenders may release confidential information about the Company either Borrower and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper governmental authorities if the Purchaserany Lender, in its sole discretion, determines that it is in the best interests of the Purchaser such Lender in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Patriot Act. The Company certifies that, to the best of Company’s 's knowledge, neither the Company nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s 's and/or its Subsidiaries’ ' control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall agrees to provide the Purchaser all any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s 's investment in the Company. The Company further understands that the Purchaser may may, as required by applicable law, release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, determines that it is in the best interests of the Purchaser in light of relevant rules and regulations under the laws set forth in subsection (ii) aboverequired by applicable law. .
Appears in 1 contract
Patriot Act. The Company certifies that, to the best of Company’s 's knowledge, neither the Company nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks Purchasers seek to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser Purchasers has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the PurchaserPurchasers, to the extent that they are within the Company’s 's and/or its Subsidiaries’ ' control shall cause the Purchaser Purchasers to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser Purchasers if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall agrees to provide the Purchaser all Purchasers any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems Purchasers deem necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Purchasers may undertake appropriate actions to ensure compliance with such applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s Purchasers' investment in the Company. The Company further understands that the Purchaser Purchasers may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserPurchasers, in its their sole reasonable discretion, determines after consultation with legal counsel, determine that it is in the best interests of the Purchaser Purchasers in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract
Patriot Act. The Company It certifies that, to the best of Company’s its knowledge, neither the Company it nor any of its Subsidiaries has been designated, nor is or shall be owned or controlled, by a “suspected terrorist” as defined in Executive Order 13224. The Company It hereby acknowledges that the Purchaser Laurus seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company it hereby represents, warrants and covenants that: (i) none of the cash or property that the Company it or any of its Subsidiaries will pay or will contribute to the Purchaser Laurus has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company it or any of its Subsidiaries to the PurchaserLaurus, to the extent that they are within the Companyits or any such Subsidiary’s and/or its Subsidiaries’ control shall cause the Purchaser Laurus to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company It shall promptly notify the Purchaser Laurus if any of these representations, warranties or and covenants ceases to be true and accurate regarding the Company it or any of its Subsidiaries. The Company It shall provide the Purchaser all Laurus with any additional information regarding the Company or any of its Subsidiaries it and each Subsidiary thereof that the Purchaser Laurus deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company It understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or and covenants are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser Laurus may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s Laurus’ investment in the Companyit. The Company It further understands that the Purchaser Laurus may release confidential information about the Company it and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the PurchaserLaurus, in its sole discretion, determines that it is in the best interests of the Purchaser Laurus in light of relevant rules and regulations under the laws set forth in subsection (ii) above. (dd) Company Name; Locations of Offices, Records and Collateral. Schedule 12(dd) sets forth each Company’s name as it appears in official filings in the state of its organization, the type of entity of each Company, the organizational identification number issued by each Company’s state of organization or a statement that no such number has been issued, each Company’s state of organization, and the location of each Company’s chief executive office, corporate offices, warehouses, other locations of Collateral and locations where records with respect to Collateral are kept (including in each case the county of such locations) and, except as set forth in such Schedule 12(dd), such locations have not changed during the preceding twelve months. As of the Closing Date, during the prior five years, except as set forth in Schedule 12(dd), no Company has been known as or conducted business in any other name (including trade names). Each Company has only one state of organization.
Appears in 1 contract
Sources: Security Agreement (Kitty Hawk Inc)
Patriot Act. The Company certifies that, to the best of Company’s knowledge, neither the Company nor any of its Subsidiaries has been designated, nor and is or shall be not owned or controlled, by a “"suspected terrorist” " as defined in Executive Order 13224. The Company hereby acknowledges that the Purchaser seeks to comply with all applicable laws concerning money laundering and related activities. In furtherance of those efforts, the Company hereby represents, warrants and covenants agrees that: (i) none of the cash or property that the Company or any of its Subsidiaries will pay or will contribute to the Purchaser has been or shall be derived from, or related to, any activity that is deemed criminal under United States law; and (ii) no contribution or payment by the Company or any of its Subsidiaries to the Purchaser, to the extent that they are within the Company’s and/or its Subsidiaries’ control shall cause the Purchaser to be in violation of the United States Bank Secrecy Act, the United States International Money Laundering Control Act of 1986 or the United States International Money Laundering Abatement and Anti-Terrorist Financing Act of 2001. The Company shall promptly notify the Purchaser if any of these representations, warranties or covenants representations ceases to be true and accurate regarding the Company or any of its Subsidiaries. The Company shall agrees to provide the Purchaser all any additional information regarding the Company or any of its Subsidiaries that the Purchaser deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities. The Company understands and agrees that if at any time it is discovered that any of the foregoing representations, warranties or covenants representations are incorrect, or if otherwise required by applicable law or regulation related to money laundering or similar activities, the Purchaser may undertake appropriate actions to ensure compliance with applicable law or regulation, including but not limited to segregation and/or redemption of the Purchaser’s investment in the Company. The Company further understands that the Purchaser may release confidential information about the Company and its Subsidiaries and, if applicable, any underlying beneficial owners, to proper authorities if the Purchaser, in its sole discretion, in good faith determines that it is in the best interests of the Purchaser legally required to release such confidential information in light of relevant rules and regulations under the laws set forth in subsection (ii) above.
Appears in 1 contract