Common use of Material Agreements Clause in Contracts

Material Agreements. Except for the Transaction Documents (with respect to clause (i) only) or as set forth on Schedule 3.1(p) hereto, or as would not be reasonably likely to have a Material Adverse Effect, (i) the Company and each of its Subsidiaries have performed all obligations required to be performed by them to date under any written or oral contract, instrument, agreement, commitment, obligation, plan or arrangement, filed or required to be filed with the Commission (the “Material Agreements”), (ii) neither the Company nor any of its Subsidiaries has received any notice of default under any Material Agreement and, (iii) to the best of the Company's knowledge, neither the Company nor any of its Subsidiaries is in default under any Material Agreement now in effect.

Appears in 14 contracts

Sources: Securities Purchase Agreement (Giga Tronics Inc), Share Exchange Agreement (Giga Tronics Inc), Share Exchange Agreement (Giga Tronics Inc)

Material Agreements. Except for the Transaction Documents (with respect to clause (i) only) ), as disclosed in the Commission Documents or as set forth on Schedule 3.1(p2.1(w) hereto, or as would not be reasonably likely to have a Material Adverse Effect, (i) the Company and each of its Subsidiaries have performed all obligations required to be performed by them to date under any written or oral contract, instrument, agreement, commitment, obligation, plan or arrangement, filed or required to be filed with the Commission (the “Material Agreements”), (ii) neither the Company nor any of its Subsidiaries has received any notice of default under any Material Agreement and, (iii) to the best of the Company's ’s knowledge, neither the Company nor any of its Subsidiaries is in default under any Material Agreement now in effect.

Appears in 14 contracts

Sources: Note and Warrant Purchase Agreement (Vision Capital Advisors, LLC), Note and Warrant Purchase Agreement (Vision Capital Advisors, LLC), Note and Warrant Purchase Agreement (Vision Capital Advisors, LLC)

Material Agreements. Except for the Transaction Documents (with respect to clause (i) only) ), as disclosed in the Commission Documents or as set forth on Schedule 3.1(p2.1(u) hereto, or as would not be reasonably likely to have a Material Adverse Effect, (i) the Company and each of its Subsidiaries have performed all obligations required to be performed by them to date under any written or oral contract, instrument, agreement, commitment, obligation, plan or arrangement, filed or required to be filed with the Commission (the “Material Agreements”), (ii) neither the Company nor any of its Subsidiaries has received any notice of default under any Material Agreement and, (iii) to the best of the Company's ’s knowledge, neither the Company nor any of its Subsidiaries is in default under any Material Agreement now in effect.

Appears in 13 contracts

Sources: Note and Warrant Purchase Agreement (Interlink Global Corp), Note and Warrant Purchase Agreement (Efoodsafety Com Inc), Note and Warrant Purchase Agreement (Communication Intelligence Corp)

Material Agreements. Except for the Transaction Documents (with respect to clause (i) only) or as set forth on Schedule 3.1(p3.1(pp) hereto, or as would not be reasonably likely to have a Material Adverse Effect, (i) the Company and each of its Subsidiaries have performed all obligations required to be performed by them to date under any written or oral contract, instrument, agreement, commitment, obligation, plan or arrangement, filed or required to be filed with the Commission (the “Material Agreements”)Agreement, (ii) neither the Company nor any of its Subsidiaries has received any notice of default under any Material Agreement and, (iii) to the best of the Company's knowledge’s Knowledge, neither the Company nor any of its Subsidiaries is in default under any Material Agreement now in effect.

Appears in 12 contracts

Sources: Securities Purchase Agreement (Celularity Inc), Securities Purchase Agreement (Hyperscale Data, Inc.), Securities Purchase Agreement (Hyperscale Data, Inc.)

Material Agreements. Except for the Transaction Documents (with respect to clause (i) only) ), as disclosed in the Commission Documents or as set forth on Schedule 3.1(p2.1(u) hereto, or as would not be reasonably likely to have a Material Adverse Effect, (i) the Company and each of its Subsidiaries have performed all obligations required to be performed by them to date under any written or oral contract, instrument, agreement, commitment, obligation, plan or arrangement, filed or required to be filed with the Commission (the "Material Agreements"), (ii) neither the Company nor any of its Subsidiaries has received any notice of default under any Material Agreement and, (iii) to the best of the Company's knowledge, neither the Company nor any of its Subsidiaries is in default under any Material Agreement now in effect.

Appears in 10 contracts

Sources: Note and Warrant Purchase Agreement (Quest Oil Corp), Note and Warrant Purchase Agreement (Eden Energy Corp), Note and Warrant Purchase Agreement (Axm Pharma Inc)

Material Agreements. Except for the Transaction Documents (with respect to clause (i) only) or ), as set forth on Schedule 3.1(p) hereto, disclosed in the Commission Documents or as would not be reasonably likely to have a Material Adverse Effect, (i) the Company and each of its Subsidiaries have performed all obligations required to be performed by them to date under any written or oral contract, instrument, agreement, commitment, obligation, plan or arrangement, filed or required to be filed with the Commission (the "Material Agreements"), (ii) neither the Company nor any of its Subsidiaries has received any notice of default under any Material Agreement and, (iii) to the best of the Company's knowledge, neither the Company nor any of its Subsidiaries is in default under any Material Agreement now in effect.

Appears in 8 contracts

Sources: Common Stock Purchase Agreement (Tiger Ethanol International Inc.), Common Stock Purchase Agreement (Tiger Ethanol International Inc.), Common Stock Purchase Agreement (Tiger Ethanol International Inc.)

Material Agreements. Except for the Transaction Documents (with respect to clause (i) only) ), as disclosed in the Commission Documents or as set forth on Schedule 3.1(p2.1(s) hereto, or as would not be reasonably likely to have a Material Adverse Effect, (i) the Company and each of its Subsidiaries have performed all obligations required to be performed by them to date under any written or oral contract, instrument, agreement, commitment, obligation, plan or arrangement, filed or required to be filed with the Commission (the "Material Agreements"), (ii) neither the Company nor any of its Subsidiaries has received any notice of default under any Material Agreement and, (iii) to the best of the Company's knowledge, neither the Company nor any of its Subsidiaries is in default under any Material Agreement now in effect.

Appears in 6 contracts

Sources: Common Stock Purchase Agreement (VisualMED Clinical Solutions Corp.), Common Stock Purchase Agreement (XL Generation International), Common Stock Purchase Agreement (XL Generation International)

Material Agreements. Except for the Transaction Documents (with respect to clause (i) only) ), as disclosed in the Commission Documents or as set forth on Schedule 3.1(p2.1(w) hereto, or as would not be reasonably likely to have a Material Adverse Effect, (i) the Company and each of its Subsidiaries have performed all obligations required to be performed by them to date under any written or oral contract, instrument, agreement, commitment, obligation, plan or arrangement, filed or required to be filed with the Commission (the Material AgreementsAgreements ”), (ii) neither the Company nor any of its Subsidiaries has received any notice of default under any Material Agreement and, (iii) to the best of the Company's ’s knowledge, neither the Company nor any of its Subsidiaries is in default under any Material Agreement now in effect.

Appears in 4 contracts

Sources: Note and Warrant Purchase Agreement (Juma Technology Corp.), Note and Warrant Purchase Agreement (Juma Technology Corp.), Note and Warrant Purchase Agreement (Juma Technology Corp.)

Material Agreements. Except as set forth on Schedule 2.1(u) hereto and except for the Transaction Documents (with respect to clause (i) of this Section 2.1(u) only) or as set forth on Schedule 3.1(p) hereto, or as would not be reasonably likely to have a Material Adverse Effect, (i) the Company and each of its Subsidiaries have performed all obligations required to be performed by them to date under any written or oral contract, instrument, agreement, commitment, obligation, plan or arrangement, filed or required to be filed with the Commission (the "Material Agreements"), (ii) neither the Company nor any of its Subsidiaries has received any notice of default under any Material Agreement and, and (iii) to the best of the Company's knowledge, neither the Company nor any of its Subsidiaries is in default under any Material Agreement now in effect.

Appears in 4 contracts

Sources: Stock Purchase Agreement (Glowpoint Inc), Series B Preferred Stock Purchase Agreement (Glowpoint Inc), Series a Convertible Preferred Stock Purchase Agreement (Glowpoint Inc)

Material Agreements. Except for the Transaction Documents (with respect to clause (i) only) ), as disclosed in the Commission Documents or as set forth on Schedule 3.1(p2.1(u) hereto, or as would not be reasonably likely to have a Material Adverse Effect, (i) the Company and each of its Subsidiaries have performed all obligations required to be performed by them to date under any written or oral contract, instrument, agreement, commitment, obligation, plan or arrangement, filed or required to be filed with the Commission (the "Material Agreements"), (ii) neither the Company nor any of its Subsidiaries has received any notice of default under any Material Agreement and, and (iii) to the best of the Company's knowledge, neither the Company nor any of its Subsidiaries is in default under any Material Agreement now in effect.

Appears in 3 contracts

Sources: Common Stock Purchase Agreement (Delcath Systems Inc), Common Stock Purchase Agreement (Delcath Systems Inc), Common Stock Purchase Agreement (Delcath Systems Inc)

Material Agreements. Except for the Transaction Documents (with respect to clause (i) only) ), as disclosed in the Commission Documents or as set forth on Schedule 3.1(p2.1(u) hereto, or as would not be reasonably likely to have a Material Adverse Effect, (i) the Company and each of its Subsidiaries have performed all obligations required to be performed by them to date under any written or oral contract, instrument, agreement, commitment, obligation, plan or arrangement, filed or required to be filed with the Commission (the "Material Agreements"), (ii) neither the Company nor any of its Subsidiaries has received any notice of default under any Material Agreement and, (iii) to the best of the Company's knowledge, neither the Company nor any of its Subsidiaries is in default under any Material Agreement now in effectAgreement.

Appears in 3 contracts

Sources: Common Stock Purchase Agreement (Roo Group Inc), Common Stock Purchase Agreement (Roo Group Inc), Common Stock Purchase Agreement (Roo Group Inc)

Material Agreements. Except for the Transaction Documents (with respect to clause (i) below only) or ), as set forth on Schedule 3.1(p) heretodisclosed in the Commission Documents, or as would not be reasonably likely to have a Material Adverse Effect, (i) the Company and each of its Subsidiaries have performed all obligations required to be performed by them to date under any written or oral contract, instrument, agreement, commitment, obligation, plan or arrangement, filed or required to be filed with the Commission (the “Material Agreements”), (ii) neither the Company nor any of its Subsidiaries has received any notice of default under any Material Agreement and, (iii) to the best of the Company's ’s knowledge, neither the Company nor any of its Subsidiaries is in default under any Material Agreement now in effect.

Appears in 2 contracts

Sources: Note and Warrant Purchase Agreement (Technoconcepts, Inc.), Note and Warrant Purchase Agreement (Technoconcepts, Inc.)

Material Agreements. Except for the Transaction Documents (with respect to clause (i) of this Section 2.1(u) only) or as set forth on Schedule 3.1(p) hereto, or as would not be reasonably likely to have a Material Adverse Effect, (i) the Company and each of its Subsidiaries have performed all obligations required to be performed by them to date under any written or oral contract, instrument, agreement, commitment, obligation, plan or arrangement, filed or required to be filed with the Commission (the "Material Agreements"), (ii) neither the Company nor any of its Subsidiaries has received any notice of default under any Material Agreement and, (iii) to the best of the Company's knowledge, neither the Company nor any of its Subsidiaries is in default under any Material Agreement now in effectAgreement.

Appears in 2 contracts

Sources: Common Stock and Warrant Purchase Agreement (Nutrition 21 Inc), Common Stock and Warrant Purchase Agreement (Nutrition 21 Inc)

Material Agreements. Except for the Transaction Documents (with respect to clause (i) only) or as set forth on Schedule 3.1(p) hereto, or as would not be reasonably likely to have a Material Adverse Effect, (i) the Company and each of its Subsidiaries have performed all obligations required to be performed by them to date under any written or oral contract, instrument, agreement, commitment, obligation, plan or arrangement, filed or required to be filed with the Commission (the “Material Agreements”), (ii) neither the Company nor any of its Subsidiaries has received any notice of default under any Material Agreement and, (iii) to the best of the Company's ’s knowledge, neither the Company nor any of its Subsidiaries is in default under any Material Agreement now in effect.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Delcath Systems, Inc.), Securities Purchase Agreement (Delcath Systems, Inc.)

Material Agreements. Except for the Transaction Documents, as disclosed in the Commission Documents (with respect to clause (i) only) or as set forth on Schedule 3.1(p2.1(u) hereto, or as would not be reasonably likely to have a Material Adverse Effect, (i) the Company and each of its Subsidiaries have performed all obligations required to be performed by them to date under any written or oral contract, instrument, agreement, commitment, obligation, plan or arrangement, filed or required to be filed with the Commission (the "Material Agreements"), (ii) neither the Company nor any of its Subsidiaries has received any notice of default under any Material Agreement and, (iii) to the best of the Company's knowledge, neither the Company nor any of its Subsidiaries is in default under any Material Agreement now in effect.

Appears in 2 contracts

Sources: Note and Warrant Purchase Agreement (Remote Dynamics Inc), Note and Warrant Purchase Agreement (Remote Dynamics Inc)

Material Agreements. Except for the Transaction Documents (with respect to clause (i) only) or as set forth on Schedule 3.1(p2.1(u) hereto, or as would not be reasonably likely to have a Material Adverse Effect, (i) the Company and each of its Subsidiaries subsidiaries have performed all obligations required to be performed by them to date under any written or oral contract, instrument, agreement, commitment, obligation, plan or arrangement, filed or required to be filed with the Commission (the “Material Agreements”), (ii) neither the Company nor any of its Subsidiaries subsidiaries has received any notice of default under any Material Agreement and, (iii) to the best of the Company's ’s knowledge, neither the Company nor any of its Subsidiaries subsidiaries is in default under any Material Agreement now in effectAgreement.

Appears in 2 contracts

Sources: Series a Convertible Preferred Stock Purchase Agreement (Advanced Growing Systems, Inc.), Series a Convertible Preferred Stock Purchase Agreement (Advanced Growing Systems, Inc.)

Material Agreements. Except for the Transaction Documents (with respect to clause (i) only) or as set forth on Schedule 3.1(p3.1(r) hereto, or as would not be reasonably likely to have a Material Adverse Effect, (i) the Company and each of its Subsidiaries have Subsidiary has performed all obligations required to be performed by them it to date under any written or oral contract, instrument, agreement, commitment, obligation, plan or arrangement, filed or required to be filed with the Commission (the “Material Agreements”), (ii) neither the Company nor any of its Subsidiaries Subsidiary has received any notice of default under any Material Agreement andAgreement, and (iii) to the best of the Company's ’s knowledge, neither the Company nor any of its Subsidiaries Subsidiary is in default under any Material Agreement now in effect.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Attis Industries Inc.), Securities Purchase Agreement (Attis Industries Inc.)

Material Agreements. Except for the Transaction Documents (with respect to clause (i) only) or as set forth on Schedule 3.1(p) hereto, or such instances as would not reasonably be reasonably likely to have result in a Material Adverse Effect, (i) the Company and each of its Subsidiaries subsidiaries have performed all obligations required to be performed by them to date under any written or oral contract, instrument, agreement, commitment, obligation, plan or arrangement, filed or required to be filed with the Commission (the “Material Agreements”), (ii) neither the Company nor any of its Subsidiaries subsidiaries has received any notice of default under any Material Agreement and, and (iii) to the best of the Company's knowledge, ’s knowledge neither the Company nor any of its Subsidiaries subsidiaries is in default under any Material Agreement, and (iv) neither this Agreement now in effectnor the transactions contemplated hereby will give any party to the Material Agreements any right to terminate or modify the Material Agreements.

Appears in 1 contract

Sources: Securities Purchase Agreement (Vertical Branding, Inc.)

Material Agreements. Except for the Transaction Documents (with respect to clause (i) only) ), or as set forth on Schedule 3.1(p2.1(w) hereto, or as would not be reasonably likely to have a Material Adverse Effect, (i) the Company and each of its Subsidiaries have performed all obligations required to be performed by them to date under any written or oral contract, instrument, agreement, commitment, obligation, plan or arrangement, filed or required to be filed with the Commission (the "Material Agreements"), (ii) neither the Company nor any of its Subsidiaries has received any notice of default under any Material Agreement and, (iii) to the best of the Company's knowledge, neither the Company nor any of its Subsidiaries is in default under any Material Agreement now in effect.

Appears in 1 contract

Sources: Stock Purchase Agreement (Total Luxury Group Inc)

Material Agreements. Except for the Transaction Documents (with respect to clause (i) only) or as set forth on Schedule 3.1(p2.1(u) hereto, or as would not be reasonably likely to have a Material Adverse Effect, (i) the Company and each of its Subsidiaries have has performed all obligations required to be performed by them to date under any written or oral contract, instrument, agreement, commitment, obligation, plan or arrangement, filed or required to be filed with the Commission (the "Material Agreements"), (ii) neither the Company nor any of its Subsidiaries has not received any notice of default under any Material Agreement and, (iii) to the best of the Company's knowledge, neither the Company nor any of its Subsidiaries is not in default under any Material Agreement now in effectAgreement.

Appears in 1 contract

Sources: Common Stock and Warrant Purchase Agreement (Quantrx Biomedical Corp)

Material Agreements. Except for the Transaction Documents (with respect to clause (i) only) or as set forth on Schedule 3.1(p2.1(u) hereto, or as would not be reasonably likely to have a Material Adverse Effect, (i) the Company and each of its Subsidiaries have performed all obligations required to be performed by them to date under any written or oral contract, instrument, agreement, commitment, obligation, plan or arrangement, filed or required to be filed with the Commission (the "Material Agreements"), (ii) neither the Company nor any of its Subsidiaries has received any notice of default under any Material Agreement and, (iii) to the best of the Company's knowledge, neither the Company nor any of its Subsidiaries is in default under any Material Agreement now in effectAgreement.

Appears in 1 contract

Sources: Common Stock and Warrant Purchase Agreement (Freehand Information Systems, Inc.)

Material Agreements. Except for the Transaction Documents (with respect to clause (i) only) or as set forth on Schedule 3.1(p2.1(u) hereto, or as would not be reasonably likely to have a Material Adverse Effect, (i) the Company and each of its Subsidiaries have performed all obligations required to be performed by them to date under any written or oral contract, instrument, agreement, commitment, obligation, plan or arrangement, filed or required to be filed with the Commission (the “Material Agreements”), (ii) neither the Company nor any of its Subsidiaries has received any notice of default under any Material Agreement and, (iii) to the best of the Company's ’s knowledge, neither the Company nor any of its Subsidiaries is in default under any Material Agreement now in effectAgreement.

Appears in 1 contract

Sources: Securities Purchase Agreement (Empire Financial Holding Co)

Material Agreements. Except for the Transaction Documents transaction documents (with respect to clause (i) only) or as set forth in the Financial Statements or on Schedule 3.1(p6.1(u) hereto, or as would not be reasonably likely to have a Material Adverse Effect, (i) the Company and each of its Subsidiaries subsidiaries have performed all obligations required to be performed by them to date under any written or oral contract, instrument, agreement, commitment, obligation, plan or arrangement, filed or required to be filed with the Commission (the "Material Agreements"), (ii) neither the Company nor any of its Subsidiaries subsidiaries has received any notice of default under any Material Agreement and, (iii) to the best of the Company's knowledge, neither the Company nor any of its Subsidiaries subsidiaries is in default under any Material Agreement now in effectAgreement.

Appears in 1 contract

Sources: Subscription Agreement (Dais Analytic Corp)

Material Agreements. Except for the Transaction Documents (with respect to clause (i) only) or as set forth on Schedule 3.1(p3.1(r) hereto, or as would not be reasonably likely to have a Material Adverse Effect, (i) the Company and each of its Subsidiaries have performed all obligations required to be performed by them to date under any written or oral contract, instrument, agreement, commitment, obligation, plan or arrangement, filed or required to be filed with the Commission (the “Material Agreements”), (ii) neither the Company nor any of its Subsidiaries has received any notice of default under any Material Agreement and, (iii) to the best of the Company's ’s knowledge, neither the Company nor any of its Subsidiaries is in default under any Material Agreement now in effect.

Appears in 1 contract

Sources: Securities Purchase Agreement (New Age Beverages Corp)

Material Agreements. Except for the Transaction Documents (with respect to clause (i) only) or as set forth on Schedule 3.1(p) hereto2.1(p)hereto, or as would not be reasonably likely to have a Material Adverse Effect, (i) the Company and each of its Subsidiaries have performed all obligations required to be performed by them to date under any written or oral material contract, instrument, agreement, commitment, obligation, plan or arrangement, filed or required to be filed with the Commission SEC (the “Material Agreements”), (ii) neither the Company nor any of its Subsidiaries has received any notice of default under any Material Agreement and, (iii) to the best of the Company's ’s knowledge, neither the Company nor any of its Subsidiaries is in default under any Material Agreement now in effect.

Appears in 1 contract

Sources: Securities Purchase Agreement (Bluephoenix Solutions LTD)