Common use of Proceedings and Documents Clause in Contracts

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaser, and each Purchaser (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 50 contracts

Samples: Unit Purchase Agreement (ProMIS Neurosciences Inc.), Series D Preferred Stock Purchase Agreement (Vascular Biogenics Ltd.), Stock Purchase Agreement

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Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each the Purchaser, and each the Purchaser (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 38 contracts

Samples: Series B Preferred Stock Purchase Agreement (Regeneron Pharmaceuticals, Inc.), Stock Purchase Agreement (Charah Solutions, Inc.), Series B Preferred Stock Purchase Agreement (Synchronoss Technologies Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing hereby and all documents and instruments incident thereto to such transactions shall be reasonably satisfactory in substance and form to the Purchasers and substance to each Purchasertheir special counsel, and each Purchaser (or its counsel) the Purchasers and their special counsel shall have received all such counterpart original and originals or certified or other copies of such documents as they may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 38 contracts

Samples: Series B Preferred Stock Purchase Agreement, Series a Preferred Stock Purchase Agreement, Convertible Preferred Stock Purchase Agreement (Digital Turbine, Inc.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing hereby and all documents and instruments incident thereto to such transactions shall be reasonably satisfactory in substance and form and substance to each PurchaserPurchasers, and each Purchaser (or its counsel) Purchasers shall have received all such counterpart original and originals or certified or other copies of such documents as reasonably requested. Such documents it may include good standing certificatesreasonably.

Appears in 32 contracts

Samples: Convertible Preferred Stock Purchase Agreement (K Wave Media Ltd.), Convertible Preferred Stock Purchase Agreement (K Wave Media Ltd.), Convertible Preferred Stock Purchase Agreement (K Wave Media Ltd.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaser, and each Purchaser (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 22 contracts

Samples: Common Stock Purchase Agreement (Medigus Ltd.), Stock Purchase Agreement, Membership Interest Purchase Agreement (Urban-Gro, Inc.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing hereby and all documents and instruments incident thereto to such transactions shall be reasonably satisfactory in substance and form to Purchasers and substance to each Purchasertheir special counsel, and each Purchaser (or its counsel) Purchasers and their special counsel shall have received all such counterpart original and originals or certified or other copies of such documents as they may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 17 contracts

Samples: Asset Purchase Agreement (Portola Pharmaceuticals Inc), Asset Purchase Agreement (Portola Pharmaceuticals Inc), Series F Preferred Stock Purchase Agreement (LendingClub Corp)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing hereby and all documents and instruments incident thereto to such transactions shall be reasonably satisfactory in substance and form to the Purchasers and substance to each Purchasertheir counsel, and each Purchaser (or its counsel) the Purchasers and their counsel shall have received all such counterpart original and originals or certified or other copies of such documents as they may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 15 contracts

Samples: Purchase Agreement (Bioject Medical Technologies Inc), Convertible Preferred Stock Purchase Agreement (Bioject Medical Technologies Inc), Purchase Agreement (Bioject Medical Technologies Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing hereby and all documents and instruments incident thereto to such transactions shall be reasonably satisfactory in substance and form to the Purchaser and substance to each Purchaserits counsel, and each the Purchaser (or and its counsel) counsel shall have received all such counterpart original and originals or certified or other copies of such documents as they may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 12 contracts

Samples: Equity Investment Agreement (Dendreon Corp), Registration Rights Agreement (Axys Pharmecueticals Inc), Registration Rights Agreement (Axys Pharmecueticals Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each the Purchaser’s counsel, and each Purchaser (or its counsel) which shall have received all such counterpart original and certified or other copies of such documents as it may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 11 contracts

Samples: Note Purchase Agreement (PARTS iD, Inc.), Note Purchase Agreement (PARTS iD, Inc.), Note Purchase Agreement (PARTS iD, Inc.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaserthe Company, and each Purchaser (or its counsel) the Company shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 10 contracts

Samples: Preferred Shares Purchase Agreement (360 Finance, Inc.), Preferred Shares Purchase Agreement (360 Finance, Inc.), Preferred Shares Purchase Agreement (360 Finance, Inc.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing Closings and all documents and instruments incident thereto to such transactions shall be reasonably satisfactory in substance and form and substance to each Purchaserthe Purchasers or the Subsequent Closing Purchasers, as the case may be, and each Purchaser (their counsel, and the Purchasers or its counsel) the Subsequent Closing Purchasers, as the case may be, and their counsel shall have received all such counterpart original and originals or certified or other copies of such documents as they may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 10 contracts

Samples: Unit Purchase Agreement (Hoth Therapeutics, Inc.), Unit Purchase Agreement (Medovex Corp.), Unit Purchase Agreement (Medovex Corp.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing hereby and all documents and instruments incident thereto to such transactions shall be reasonably satisfactory in substance and form to Purchaser and substance to each Purchaserits special counsel, and each Purchaser (or and its counsel) special counsel shall have received all such counterpart original and originals or certified or other copies of such documents as they may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 9 contracts

Samples: And License Agreement (Five Prime Therapeutics Inc), And License Agreement (Five Prime Therapeutics Inc), Stock Purchase Agreement (Netlibrary Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaserthe Buyer, and each Purchaser the Buyer (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 8 contracts

Samples: Stock Purchase Agreement (Veriteq), Stock Purchase Agreement (POSITIVEID Corp), Stock Purchase Agreement (Digital Angel Corp)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing hereby and all documents and instruments incident thereto to such transactions shall be reasonably satisfactory in substance and form and substance to each the Purchaser, and each the Purchaser (or its counsel) shall have received all such counterpart original and originals or certified or other copies of such documents as they may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 7 contracts

Samples: Series a Preferred Stock Purchase Agreement (Finjan Holdings, Inc.), Preferred Stock Purchase Agreement (Dynavax Technologies Corp), Preferred Stock Purchase Agreement (Dynavax Technologies Corp)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing hereby and all documents and instruments incident thereto to such transactions shall be reasonably satisfactory in substance and form to Purchaser and substance to each Purchaserits counsel, and each Purchaser (or and its counsel) counsel shall have received all such counterpart original and originals or certified or other copies of such documents as they may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 7 contracts

Samples: Collaboration and License Agreement (Five Prime Therapeutics Inc), Collaboration and License Agreement (Five Prime Therapeutics Inc), Stock Purchase Agreement (Corixa Corp)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaser, and each Purchaser (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 7 contracts

Samples: Agreement and Plan of Merger (IMARA Inc.), Common Stock Purchase Agreement (Hagerty, Inc.), Series Seed Preferred Stock Purchase Agreement (Digital Brands Group, Inc.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaser, and each Purchaser (or its respective counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 7 contracts

Samples: Common Stock Purchase Agreement (Capstone Dental Pubco, Inc.), Preferred Stock Purchase Agreement (Miso Robotics, Inc.), Stock Purchase Agreement (Energy Exploration Technologies, Inc.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the such Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaser, and each Purchaser (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 7 contracts

Samples: Securities Purchase Agreement (MDNA Life Sciences, Inc.), Securities Purchase Agreement (MDNA Life Sciences, Inc.), Securities Purchase Agreement (Constellation Alpha Capital Corp.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing hereby and all documents and instruments incident thereto to such transactions shall be reasonably satisfactory in substance and form and substance to each the Purchaser, and each the Purchaser (or its counsel) shall have received all such counterpart original and originals or certified or other copies of such documents as it may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 5 contracts

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

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing hereby and all documents and instruments incident thereto to such transactions shall be reasonably satisfactory in substance and form and substance to each PurchaserPurchasers, and each Purchaser (or its counsel) Purchasers shall have received all such counterpart original and originals or certified or other copies of such documents as they may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 5 contracts

Samples: Common Stock Purchase Agreement (Ascent Solar Technologies, Inc.), Securities Purchase Agreement (Encision Inc), Securities Purchase Agreement (Encision Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the each Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each the Purchaser’s counsel, and each Purchaser (or its counsel) which shall have received all such counterpart original and certified or other copies of such documents as it may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 5 contracts

Samples: Note and Warrant Purchase Agreement (PARTS iD, Inc.), Note and Warrant Purchase Agreement (PARTS iD, Inc.), Note and Warrant Purchase Agreement (PARTS iD, Inc.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaser, the Purchasers and each Purchaser (or its counsel) their counsel and the Purchasers and their counsel shall have received all such counterpart original and certified or other copies of such documents as are reasonably requested. Such documents may include good standing certificates.

Appears in 5 contracts

Samples: Stock Purchase Agreement (EnSync, Inc.), Stock Purchase Agreement (ZBB Energy Corp), Stock Purchase Agreement (ZBB Energy Corp)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing hereby and all documents and instruments incident thereto to such transactions shall be reasonably satisfactory in substance and form to Purchaser and substance to each Purchasertheir special counsel, and each Purchaser (or its counsel) and their special counsel shall have received all such counterpart original and originals or certified or other copies of such documents as they may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 4 contracts

Samples: Unit Purchase Agreement (NovaBay Pharmaceuticals, Inc.), Series a Preferred And (Telecom Communications Inc), Series a Preferred And (Telecom Communications Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing hereby and all documents and instruments incident thereto to such transactions shall be reasonably satisfactory in substance and form and substance to each PurchaserPurchasers, and each Purchaser (or its counsel) Purchasers shall have received all such counterpart original and originals or certified or other copies of such documents as it may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 4 contracts

Samples: Series a Preferred Stock Purchase Agreement, Common Stock Purchase Agreement, Preferred Stock Purchase Agreement (Oncologix Tech Inc.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each the Purchaser, and each the Purchaser (or its respective counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Ideanomics, Inc.), Common Stock Purchase Agreement (Yumanity Therapeutics, Inc.), Equity Purchase Agreement (MVB Financial Corp)

Proceedings and Documents. All corporate and other proceedings ------------------------- in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaserthe Purchasers or to the Purchasers' special counsel, and each Purchaser (or its counsel) they shall have received all such counterpart original and certified or other copies of such documents as they may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 4 contracts

Samples: License Agreement (Intertrust Technologies Corp), License Agreement (Intertrust Technologies Corp), Preferred Stock Purchase Agreement (Intertrust Technologies Corp)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each the Purchaser, and each the Purchaser (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 4 contracts

Samples: Class B Preferred Unit Purchase Agreement (Learn SPAC HoldCo, Inc.), Limited Liability Company Agreement (Learn SPAC HoldCo, Inc.), Preferred Unit Purchase Agreement (Learn SPAC HoldCo, Inc.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents and instruments incident thereto to such transactions shall be reasonably satisfactory in form and substance to each counsel to Purchaser, and each counsel to Purchaser (or its counsel) shall have received all such counterpart original and originals or certified or other copies of such documents as they may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 4 contracts

Samples: Common Stock and Warrant Purchase Agreement (Williams Communications Group Inc), Common Stock and Warrant Purchase Agreement (Concentric Network Corp), Preferred Stock Purchase Agreement (Cerus Corp)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing hereby and all documents and instruments incident thereto to such transactions shall be reasonably satisfactory in substance and form to the Purchaser and substance to each Purchasertheir special counsel, and each the Purchaser (or its counsel) and their special counsel shall have received all such counterpart original and originals or certified or other copies of such documents as they may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Cambridge Holdings LTD), Preferred Stock Purchase Agreement (Usa Net Inc), Securities Purchase Agreement (Aspenbio Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaser's special counsel, and each Purchaser (or its counsel) they shall have received all such counterpart original and certified or other copies of such documents as they may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Digital Power Corp), Securities Purchase Agreement (Digital Power Corp), Securities Purchase Agreement (Digital Power Corp)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Initial Closing hereby and all documents and instruments incident thereto to such transactions shall be reasonably satisfactory in substance and form to the Purchasers and substance to each Purchasertheir special counsel, and each Purchaser (or its counsel) the Purchasers and their special counsel shall have received all such counterpart original and originals or certified or other copies of such documents as they may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 4 contracts

Samples: Master Collaboration Agreement (Forest Laboratories Inc), Master Collaboration Agreement (Ironwood Pharmaceuticals Inc), Master Collaboration Agreement (Ironwood Pharmaceuticals Inc)

Proceedings and Documents. All necessary corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident incidental thereto shall be reasonably satisfactory in form and substance to each the Purchaser, and each the Purchaser (or its legal counsel) shall have received all such counterpart original and and/or certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 4 contracts

Samples: Preferred Share Purchase Agreement (Qiniu Ltd.), Series F Preferred Share Purchase Agreement (Qiniu Ltd.), Preferred Share Purchase Agreement (Qiniu Ltd.)

Proceedings and Documents. All corporate and other proceedings ------------------------- in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each the Purchaser's counsel, and each Purchaser (or its counsel) which shall have received all such counterpart original and certified or other copies of such documents as it may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 3 contracts

Samples: Preferred Stock Purchase Agreement (Loudeye Technologies Inc), Preferred Stock Purchase Agreement (Loudeye Technologies Inc), Preferred Stock Purchase Agreement (Loudeye Technologies Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the each Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each the Purchaser's special counsel, and each Purchaser (or its counsel) which shall have received all such counterpart original and certified or other copies of such documents as it may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 3 contracts

Samples: Note Purchase Agreement (Interface Systems Inc), Convertible Subordinated Note Purchase Agreement (Tumbleweed Communications Corp), Convertible Subordinated Note Purchase Agreement (Tumbleweed Communications Corp)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the such Closing hereby and all documents and instruments incident thereto to such transactions shall be reasonably satisfactory in substance and form and substance to each the Purchaser, and each the Purchaser (or its counsel) shall have received all such counterpart original and originals or certified or other copies of such documents as it may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 3 contracts

Samples: Corporation Securities Purchase Agreement (Vcampus Corp), Preferred Stock Purchase Agreement (Uol Publishing Inc), Preferred Stock and Warrant Purchase Agreement (Uol Publishing Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaser, and each Purchaser (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 3 contracts

Samples: Senior Note and Warrant Purchase Agreement (Coupon Express, Inc.), And Warrant Purchase Agreement (Coupon Express, Inc.), And Warrant Purchase Agreement (Psi Corp)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each PurchaserInvestor, and each Purchaser Investor (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 3 contracts

Samples: Note Purchase Agreement (Opgen Inc), Note Purchase Agreement (Opgen Inc), Common Stock and Note Purchase Agreement (Opgen Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents and instruments incident thereto to the transactions contemplated hereby shall be reasonably satisfactory in substance and form to the Purchasers and substance to each Purchasertheir counsel, and each Purchaser (or its counsel) the Purchasers and their counsel shall have received all such counterpart original and originals or certified or other copies of such documents as they may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 3 contracts

Samples: H Preferred Stock Purchase Agreement (Vie Financial Group Inc), H Preferred Stock Purchase Agreement (Vie Financial Group Inc), Series H Preferred Stock Purchase Agreement (Vie Financial Group Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Final Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each PurchaserSubsequent Purchasers, and each Purchaser the Subsequent Purchasers (or its their counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 3 contracts

Samples: Voting Agreement (Invitae Corp), Voting Agreement (Invitae Corp), Voting Agreement (Invitae Corp)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaserthe Purchasers' counsel, and each Purchaser (or its counsel) which shall have received all such counterpart original and certified or other copies of such documents as it may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 3 contracts

Samples: Investors' Rights Agreement (Aurora Biosciences Corp), Preferred Stock Purchase Agreement (Vista Medical Technologies Inc), Stock Purchase Agreement (Continuus Software Corp /Ca)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each the Purchaser, and each the Purchaser (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 3 contracts

Samples: Share Purchase Agreement (Forwardly, Inc.), Preferred Stock Purchase Agreement, Stock Purchase Agreement (China Tel Group Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each the Purchaser, and each the Purchaser (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 2 contracts

Samples: Common Stock and Warrant, Common Stock and Warrant (Coupon Express, Inc.)

Proceedings and Documents. All corporate and other proceedings ------------------------- in connection with the transactions contemplated at the applicable Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaserthe Purchasers or to the Purchasers' special counsel, and each Purchaser (or its counsel) they shall have received all such counterpart original and certified or other copies of such documents as they may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 2 contracts

Samples: Preferred Stock and Warrant Purchase Agreement (Worldres Com Inc), Preferred Stock Purchase Agreement (Worldres Com Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaser, and each Purchaser (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 2 contracts

Samples: Preferred Stock Purchase Agreement, Series a Preferred Stock Purchase Agreement (Groundfloor Finance Inc.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the applicable Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaser, and each Purchaser (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 2 contracts

Samples: Series C Preferred Stock Purchase Agreement (Caribou Biosciences, Inc.), Series C Preferred Stock Purchase Agreement (Caribou Biosciences, Inc.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each PurchaserPurchasers' special counsel, and each Purchaser (or its counsel) they shall have received all such counterpart original and certified or other copies of such documents as they may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 2 contracts

Samples: Preferred Stock Purchase Agreement (Etoys Inc), Preferred Stock Purchase Agreement (Etoys Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the First Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaser, and each Purchaser (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 2 contracts

Samples: Convertible Preferred Stock Purchase Agreement, Series B Convertible Preferred Stock Purchase Agreement (Poniard Pharmaceuticals, Inc.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the any Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaser, and each Purchaser (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 2 contracts

Samples: Convertible Note Purchase Agreement (InterPrivate II Acquisition Corp.), Convertible Note Purchase Agreement (InterPrivate II Acquisition Corp.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each the Purchaser, and each the Purchaser (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Eleison Pharmaceuticals Inc), Securities Purchase Agreement (MGT Capital Investments Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaserof the Purchasers, and each Purchaser of the Purchasers (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 2 contracts

Samples: Preferred Stock Purchase Agreement (Basil Street Cafe, Inc.), Preferred Stock Purchase Agreement (Basil Street Cafe, Inc.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Initial Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaser, Purchasers representing a majority of the Notes at the Initial Closing and each Purchaser (or its counselrepresentatives) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 2 contracts

Samples: Convertible Promissory Note Purchase Agreement, Convertible Promissory Note Purchase Agreement (Altimmune, Inc.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaser’s counsel, and each Purchaser (or its counsel) which shall have received all such counterpart original and certified or other copies of such documents as it may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 2 contracts

Samples: Convertible Note Purchase Agreement (Gi Dynamics, Inc.), Convertible Note Purchase Agreement (Gi Dynamics, Inc.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Subsequent Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each PurchaserPurchasers and their counsel, and each Purchaser (or its counsel) Purchasers shall have received all such counterpart original original, certified and certified or other copies of such documents as Purchasers may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Voicestream Wireless Holding Corp), Securities Purchase Agreement (Voicestream Wireless Corp)

Proceedings and Documents. All corporate company and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each the Purchaser, and each the Purchaser (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may shall include a good standing certificatescertificate for the Company.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Grown Rogue International Inc.), Stock Purchase Agreement (Grown Rogue International Inc.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each PurchaserPurchaser and its counsel, and each Purchaser (or its counsel) shall have received all such counterpart original original, certified and certified or other copies of such documents as Purchaser may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 2 contracts

Samples: Securities Purchase Agreement (East West Communications Inc), Securities Purchase Agreement (Omnipoint Corp \De\)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaserthe Purchaser and its special counsel, and each Purchaser (or its counsel) they shall have received all such counterpart original and certified or other copies of such documents as they may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 2 contracts

Samples: Rights Agreement (Abbott Laboratories), Series E Preferred Stock Purchase Agreement (Ribogene Inc / Ca/)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaserthe Investor, and each Purchaser the Investor (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 2 contracts

Samples: Unit Purchase Agreement, Unit Purchase Agreement (Sprague Resources LP)

Proceedings and Documents. All corporate and other -------------------------- proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each the Purchaser, and each the Purchaser (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as they may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (International Computex Inc), Common Stock Purchase Agreement (International Computex Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the such Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each the Purchaser's counsel, and each Purchaser (or its counsel) the Purchaser's counsel shall have received all such counterpart original and certified or other copies of such documents as it may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Easton Southpaw INC), Stock Purchase Agreement (Stevermer Dennis J)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the each Closing and all documents incident incidental thereto shall be reasonably satisfactory in form and substance to each the Purchaser’s counsel, and each Purchaser (or its counsel) which shall have received all such counterpart original and certified or other copies of such documents as it may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 2 contracts

Samples: Note Purchase Agreement (Immunocore LTD), Note Purchase Agreement (Immunocore LTD)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaserthe Purchasers, and each Purchaser Purchasers (or its their counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 2 contracts

Samples: Preferred Share Purchase Agreement, Series a Preferred Share Purchase Agreement (Bakbone Software Inc)

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Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each such Purchaser, and each such Purchaser (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Aethlon Medical Inc), Stock Purchase Agreement (Aethlon Medical Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each PurchaserInvestor, and each Purchaser the Investor (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 2 contracts

Samples: Preferred Stock Purchase Agreement (WhiteSmoke, Inc.), Preferred Stock Purchase Agreement (WhiteSmoke, Inc.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident incidental thereto shall be reasonably satisfactory in form and substance to each Purchaser’s counsel, and each Purchaser (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as it may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Deswell Industries Inc), Stock Purchase Agreement (Deswell Industries Inc)

Proceedings and Documents. All corporate and or other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaser, the Purchaser and each its counsel and the Purchaser (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as it may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Symbollon Corp), Stock Purchase Agreement (Symbollon Corp)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each the Purchaser, and each the Purchaser (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may shall include good standing certificatescertificates of the Company and Parent.

Appears in 2 contracts

Samples: Preferred Stock Purchase Agreement (TypTap Insurance Group, Inc.), Preferred Stock Purchase Agreement (HCI Group, Inc.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall will be reasonably satisfactory in form and substance to each the Purchaser and to the Purchaser’s legal counsel, and each the Purchaser (or its counsel) shall will have received all such counterpart original originals and certified or other copies of such documents as it may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 2 contracts

Samples: Security Agreement (Aehr Test Systems), Convertible Note Purchase Agreement (Avistar Communications Corp)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to the counsel for each Purchaserof the Purchasers, and each Purchaser (or its counsel) which shall have received all such counterpart original and certified or other copies of such documents as it may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Tekinsight Com Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaserthe Purchasers, and each Purchaser (or its counsel) the Purchasers shall have received all such counterpart original and certified or other copies of such documents as they may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 1 contract

Samples: Stock Purchase Agreement (Waste Connections Inc/De)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents and instruments incident thereto to such transactions shall be reasonably satisfactory in substance and form to Purchasers and substance to each Purchasertheir special counsel, and each Purchaser (or its counsel) Purchasers and their special counsel shall have received all such counterpart original and originals or certified or other copies of such documents as they may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Avatech Solutions Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaserthe Buyer's special counsel, and each Purchaser (or its counsel) it shall have received all such counterpart original and certified or other copies of such documents as it may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 1 contract

Samples: Stock Purchase Agreement (SPSS Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall will be reasonably satisfactory in form and substance to each the Purchaser, and each the Purchaser (or its counsel) shall will have received all such counterpart original originals and certified or other copies of such documents as it may reasonably requestedrequest. Such documents may include good standing certificates.shall include, but not be limited to, the following:

Appears in 1 contract

Samples: Common Stock Purchase Agreement (CMG Information Services Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the each Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaser, and each Purchaser (or its respective counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates. The Company shall have fully satisfied (including with respect to rights of timely notification) or obtained enforceable waivers in respect of any preemptive or similar rights directly or indirectly affecting any of its securities.

Appears in 1 contract

Samples: Series C Convertible Preferred Stock Purchase Agreement (Miromatrix Medical Inc.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaser's special counsel, and each Purchaser (or its counsel) they shall have received all such counterpart original and certified or other copies of such documents as they may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 1 contract

Samples: Sale Agreement (Lets Talk Cellular & Wireless Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the such Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaser, and each Purchaser (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 1 contract

Samples: Series F Preferred Stock and Warrant Purchase Agreement (Winc, Inc.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each PurchaserInvestor, and each Purchaser Investor (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.. 15 5.7

Appears in 1 contract

Samples: Common Stock and Note Purchase Agreement

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaser, and each Purchaser (or its respective counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 1 contract

Samples: Series a Preferred Stock Purchase Agreement (Adamas One Corp.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaserthe Buyers’ special counsel, and each Purchaser (or its counsel) which shall have received all such counterpart original and certified or other copies of such documents as it may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 1 contract

Samples: Stock Purchase Agreement (Aml Communications Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaserthe Purchasers, and each Purchaser the Purchasers (or its their counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 1 contract

Samples: Stock and Warrant Purchase Agreement (CannaVEST Corp.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each PurchaserLender, and each Purchaser Lender (or its respective counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 1 contract

Samples: Convertible Note Purchase Agreement (iLearningEngines, Inc.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaserthe applicable Purchasers, and each Purchaser the Purchasers (or its their counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 1 contract

Samples: Series 2 Unit Purchase Agreement (Learn SPAC HoldCo, Inc.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing respective closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaser’s counsel, and each Purchaser (or its counsel) they shall have received all such counterpart original and certified or other copies of such documents as they may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 1 contract

Samples: Share Purchase Agreement (Full Spectrum Inc.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaserthe Company, and each Purchaser the Company (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificatescertificates for Purchaser.

Appears in 1 contract

Samples: Asset Purchase and Reorganization Agreement (Cognigen Networks Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the any Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaser, and each Purchaser (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 1 contract

Samples: Amended and Restated Purchase Option Agreement (Roth CH Acquisition I Co. Parent Corp.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing hereby and all documents and instruments incident thereto to such transactions shall be reasonably satisfactory in substance and form to Purchasers and substance to each Purchasertheir special counsel, and each Purchaser (or its counsel) Purchasers and their special counsel shall have received all such counterpart original and originals or certified or other copies of such documents as they may reasonably requestedrequest. Such documents may include good standing certificates.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Peerless Systems Corp)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaserthe Company, and each Purchaser the Company (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may will include good standing certificates.

Appears in 1 contract

Samples: Stock Purchase Agreement (Infinity Energy Resources, Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaser, and each Purchaser (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 1 contract

Samples: Common Stock and Warrant Purchase Agreement (Helix Biomedix Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the such Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each the Purchaser, and each Purchaser (or its counsel) they shall have received all such counterpart original and certified or other copies of such documents as it may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 1 contract

Samples: Automate Stock Purchase Agreement (E Automate Corp/De)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaser’s special counsel, and each Purchaser (or its counsel) they shall have received all such counterpart original and certified or other copies of such documents as they may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 1 contract

Samples: Securities Purchase Agreement (Digital Power Corp)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaser's counsel, and each Purchaser (or its counsel) they shall have received all such counterpart original and certified or other copies of such documents as they may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 1 contract

Samples: Securities Purchase Agreement (Ascent Solar Technologies, Inc.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the such Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaserthe Purchasers' counsel, and each Purchaser (or its counsel) the Purchasers' counsel shall have received all such counterpart original and certified or other copies of such documents as it may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Iss Group Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each the Purchaser, and each Purchaser (or its their counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 1 contract

Samples: Preferred Share Unit Purchase Agreement (Canadian Superior Energy Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaser, and each Purchaser (or its counsel) shall will have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 1 contract

Samples: Registration Rights Agreement (Mechanical Technology Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each the Purchaser, and each the Purchaser (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may will include good standing certificates.

Appears in 1 contract

Samples: Stock Purchase Agreement (Infinity Energy Resources, Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the such Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each the Purchaser, and each the Purchaser (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Intercept Pharmaceuticals Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaserthe Purchasers, and each Purchaser (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.;

Appears in 1 contract

Samples: Stock Purchase Agreement (Assuranceamerica Corp)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaser, and each Purchaser (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may shall include good standing certificates.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (iBio, Inc.)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the Closing Date and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaser and the Purchaser's special counsel, and they shall each Purchaser (or its counsel) shall have received all such counterpart original originals and certified or other copies of such documents as they may reasonably requestedrequest. Such documents may shall include good standing certificates.(but not be limited to) the following:

Appears in 1 contract

Samples: Purchase Agreement (Requisite Technology Inc /Co)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the each Additional Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each the Purchaser’s counsel, and each Purchaser (or its counsel) which shall have received all such counterpart original and certified or other copies of such documents as it may reasonably requested. Such documents may include good standing certificatesrequest.

Appears in 1 contract

Samples: Secured Note Purchase Agreement (Cardica Inc)

Proceedings and Documents. All corporate and other proceedings in connection with the transactions contemplated at the each Closing and all documents incident thereto shall be reasonably satisfactory in form and substance to each Purchaser, and each Purchaser (or its counsel) shall have received all such counterpart original and certified or other copies of such documents as reasonably requested. Such documents may include good standing certificates.

Appears in 1 contract

Samples: Securities Purchase Agreement (Vbi Vaccines Inc.)

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