Common use of Executed Advance Notice Clause in Contracts

Executed Advance Notice. The representations contained in the applicable Advance Notice shall be true and correct in all material respects as of the applicable Condition Satisfaction Date. The undersigned, _______________________, hereby certifies, with respect to the sale of Common Shares of BANZAI INTERNATIONAL, INC. (the “Company”) issuable in connection with this Advance Notice, delivered pursuant to that certain Standby Equity Purchase Agreement, dated as of [____________] (the “Agreement”), as follows (with capitalized terms used herein without definition having the same meanings as given to them in the Agreement): 1. The undersigned is the duly elected ______________ of the Company. 2. There are no fundamental changes to the information set forth in the Registration Statement which would require the Company to file a post-effective amendment to the Registration Statement. 3. The Company has performed in all material respects all covenants and agreements to be performed by the Company contained in this Agreement on or prior to the Advance Notice Date. All conditions to the delivery of this Advance Notice are satisfied as of the date hereof. 4. The number of Advance Shares the Company is requesting is _____________________. 5. The Pricing Period for this Advance shall be an [Option 1 Pricing Period]/[Option 2 Pricing Period].

Appears in 1 contract

Sources: Standby Equity Purchase Agreement (Banzai International, Inc.)

Executed Advance Notice. The representations contained in the applicable Advance Notice shall be true and correct in all material respects as of the applicable Condition Satisfaction Date. Dated: ______________ Advance Notice Number: ____ The undersigned, _______________________, hereby certifies, with respect to the sale of Common Shares of BANZAI INTERNATIONALVISIONWAVE HOLDINGS, INC. (the “Company”) issuable in connection with this Advance Notice, delivered pursuant to that certain Standby Equity Purchase Agreement, dated as of [July ____________] , 2025 (the “Agreement”), as follows (with capitalized terms used herein without definition having the same meanings as given to them in the Agreement): 1. The undersigned is the duly elected ______________ of the Company. 2. There are no fundamental changes to the information set forth in the Registration Statement which would that require the Company to file a post-effective amendment to the Registration Statement. 3. The Company has performed in all material respects all covenants and agreements to be performed by the Company contained in this the Agreement on or prior to the Advance Notice Date. All conditions to the delivery of this Advance Notice are satisfied as of the date hereof. 4. The number of Advance Shares the Company is requesting is _____________________. 5. The Pricing Period for this Advance shall be an [(check one below): ____ Option 1 Pricing Period]/[Option Period (1-Day) ____ Option 2 Pricing Period].Period (3-Day)

Appears in 1 contract

Sources: Standby Equity Purchase Agreement (VisionWave Holdings, Inc.)

Executed Advance Notice. The representations contained in the applicable Advance Notice shall be true and correct in all material respects as of the applicable Condition Satisfaction Date. The undersigned, _______________________, hereby certifies, with respect to the sale of Common Shares ADSs of BANZAI INTERNATIONAL, INCSAVERONE 2014 LTD. (the “Company”) issuable in connection with this Advance Notice, delivered pursuant to that certain Standby Equity Purchase Agreement, dated as of [____________] (the “Agreement”), as follows (with capitalized terms used herein without definition having the same meanings as given to them in the Agreement): 1. The undersigned is the duly elected ______________ of the Company. 2. There are no fundamental changes to the information set forth in the Registration Statement which would require the Company to file a post-effective amendment to the Registration Statement. 3. The Company has performed in all material respects all covenants and agreements to be performed by the Company contained in this Agreement on or prior to the Advance Notice Date. All conditions to the delivery of this Advance Notice are satisfied as of the date hereof. 4. The number of Advance Shares the Company is requesting is _____________________. 5. The Pricing Period for Minimum Acceptable Price with respect to this Advance shall Notice is ____________ (if left blank then no Minimum Acceptable Price will be an [Option 1 Pricing Period]/[Option 2 Pricing Period]applicable to this Advance). 6. The number of Ordinary Shares of the Company outstanding as of the date hereof is ___________.

Appears in 1 contract

Sources: Standby Equity Purchase Agreement (SaverOne 2014 Ltd.)

Executed Advance Notice. The representations contained in the applicable Advance Notice shall be true and correct in all material respects as of the applicable Condition Satisfaction Date. Dated: ______________ Advance Notice Number: ____ The undersigned, _______________________, hereby certifies, with respect to the sale of Common Ordinary Shares of BANZAI INTERNATIONAL, INC. BAIJIAYUN GROUP LTD (the “Company”) issuable in connection with this Advance Notice, delivered pursuant to that certain Standby Equity Purchase Agreement, dated as of [____________] December 6, 2024 (the “Agreement”), as follows (with capitalized terms used herein without definition having the same meanings as given to them in the Agreement): 1. The undersigned is the duly elected ______________ of the Company. 2. There are no fundamental changes to the information set forth in the Registration Statement which would require the Company to file a post-effective amendment to the Registration Statement. 3. The Company has performed in all material respects all covenants and agreements to be performed by the Company contained in this Agreement on or prior to the Advance Notice Date. All conditions to the delivery of this Advance Notice are satisfied as of the date hereof. 4. The number of Advance Shares the Company is requesting is _____________________. 5. The Pricing Period for this Advance shall be an [Option 1 Pricing Period]/[Option 2 Pricing Period].

Appears in 1 contract

Sources: Standby Equity Purchase Agreement (Baijiayun Group LTD)

Executed Advance Notice. The representations contained in the applicable Advance Notice shall be true and correct in all material respects as of the applicable Condition Satisfaction Date. Dated: ______________ Advance Notice Number: _____________ The undersigned, _______________________, hereby certifies, with respect to the sale of Common Shares of BANZAI INTERNATIONALCOEPTIS THERAPEUTICS HOLDINGS, INC. (the “Company”) issuable in connection with this Advance Notice, delivered pursuant to that certain Standby Equity Purchase Agreement, dated as of [____________] (the “Agreement”), as follows (with capitalized terms used herein without definition having the same meanings as given to them in the Agreement): 1. The undersigned is the duly elected ______________ of the Company. 2. There are no fundamental changes to the information set forth in the Registration Statement which would require the Company to file a post-effective amendment to the Registration Statement. 3. The Company has performed in all material respects all covenants and agreements to be performed by the Company contained in this Agreement on or prior to the Advance Notice Date. All conditions to the delivery of this Advance Notice are satisfied as of the date hereof. 4. The number of Advance Shares the Company is requesting is _____________________. 5. The Pricing Period for Minimum Acceptable Price with respect to this Advance shall Notice is ____________ (if left blank then there will be an [Option 1 Pricing Period]/[Option 2 Pricing Period]no Minimum Acceptable Price for such Advance). 6. The number of Common Shares of the Company outstanding as of the date hereof is ___________. The undersigned has executed this Advance Notice as of the date first set forth above. By: Attn: Email: Below please find the settlement information with respect to the Advance Notice Date of:

Appears in 1 contract

Sources: Standby Equity Purchase Agreement (Coeptis Therapeutics Holdings, Inc.)