Common use of Subsidiaries Clause in Contracts

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 1454 contracts

Sources: Securities Purchase Agreement (Senmiao Technology LTD), Securities Purchase Agreement (Ensysce Biosciences, Inc.), Securities Purchase Agreement (Nuvve Holding Corp.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Except as set forth on Schedule 3.1(a), the Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 114 contracts

Sources: Securities Purchase Agreement (Stewards, Inc.), Securities Purchase Agreement (Purple Biotech Ltd.), Securities Purchase Agreement (Purple Biotech Ltd.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, then all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 77 contracts

Sources: Securities Purchase Agreement (Galectin Therapeutics Inc), Securities Purchase Agreement (Neuralstem, Inc.), Securities Purchase Agreement (Genspera Inc)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any LiensSubsidiary, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 61 contracts

Sources: Securities Purchase Agreement (Nature's Miracle Holding Inc.), Securities Purchase Agreement (Nature's Miracle Holding Inc.), Purchase Agreement (Artificial Intelligence Technology Solutions Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary Subsidiary, free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 48 contracts

Sources: Securities Purchase Agreement (Wearable Devices Ltd.), Securities Purchase Agreement (Soligenix, Inc.), Securities Purchase Agreement (WORK Medical Technology Group LTD)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, then all other references in the Transaction Documents to the Subsidiaries or any of them in the Transaction Documents shall will be disregarded.

Appears in 44 contracts

Sources: Securities Purchase Agreement (Pura Naturals, Inc.), Securities Purchase Agreement (Ambient Water Corp), Securities Purchase Agreement (Ambient Water Corp)

Subsidiaries. All of the direct and indirect subsidiaries Subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 42 contracts

Sources: Securities Purchase Agreement (Lm Funding America, Inc.), Securities Purchase Agreement (Lm Funding America, Inc.), Securities Purchase Agreement (Nxu, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries Subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 36 contracts

Sources: Securities Purchase Agreement (NewGenIvf Group LTD), Securities Purchase Agreement (NewGenIvf Group LTD), Securities Purchase Agreement (Inspire Veterinary Partners, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(aSCHEDULE 3.1(A). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other then references to the Subsidiaries or any of them in the Transaction Documents shall to the Subsidiaries will be disregarded.

Appears in 23 contracts

Sources: Securities Purchase Agreement (Accupoll Holding Corp), Securities Purchase Agreement (Secured Services Inc), Securities Purchase Agreement (Composite Technology Corp)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiariesSubsidiaries, then all other references in the Transaction Documents to the Subsidiaries or any of them in the Transaction Documents shall will be disregarded.

Appears in 22 contracts

Sources: Note Purchase Agreement (CannLabs, Inc.), Securities Purchase Agreement (CannLabs, Inc.), Note Purchase Agreement (CannLabs, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a)in the SEC Reports. The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded. The Subsidiaries are listed on Schedule 3.1(a).

Appears in 21 contracts

Sources: Securities Purchase Agreement (IMAC Holdings, Inc.), Securities Purchase Agreement (Theralink Technologies, Inc.), Securities Purchase Agreement (Theralink Technologies, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the share capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of share capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 19 contracts

Sources: Securities Purchase Agreement (Can-Fite BioPharma Ltd.), Securities Purchase Agreement (U Power LTD), Securities Purchase Agreement (Can-Fite BioPharma Ltd.)

Subsidiaries. All of the direct and indirect subsidiaries Subsidiaries of the Company are set forth on Schedule 3.1(a). The Except as set forth on Schedule 3.1(a), the Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 18 contracts

Sources: Securities Purchase Agreement (Focus Universal Inc.), Securities Purchase Agreement (Digital Brands Group, Inc.), Securities Purchase Agreement (International Land Alliance Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on in Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 18 contracts

Sources: Securities Purchase Agreement (Brag House Holdings, Inc.), Securities Purchase Agreement (Viewbix Inc.), Securities Purchase Agreement (Raytech Holding LTD)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a)in the Disclosure Schedules. The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 17 contracts

Sources: Securities Purchase Agreement (ATIF Holdings LTD), Securities Purchase Agreement (First Wave BioPharma, Inc.), Securities Purchase Agreement (First Wave BioPharma, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company Company, if any, are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the share capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 16 contracts

Sources: Securities Purchase Agreement (CCSC Technology International Holdings LTD), Securities Purchase Agreement (CCSC Technology International Holdings LTD), Securities Purchase Agreement (Neo-Concept International Group Holdings LTD)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Except as set forth in Schedule 3.1(a), the Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 14 contracts

Sources: Securities Purchase Agreement (Beeline Holdings, Inc.), Securities Purchase Agreement (Nuvve Holding Corp.), Pipe Securities Purchase Agreement (Sharps Technology Inc.)

Subsidiaries. All of the direct and indirect subsidiaries Subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 13 contracts

Sources: Securities Purchase Agreement (Processa Pharmaceuticals, Inc.), Securities Purchase Agreement (Processa Pharmaceuticals, Inc.), Securities Purchase Agreement (Processa Pharmaceuticals, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a)3.1. 1. The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 12 contracts

Sources: Securities Purchase Agreement (Viewbix Inc.), Securities Purchase Agreement (Inno Holdings Inc.), Securities Purchase Agreement (Cyngn Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a3.1(a)(i). The Except as set forth on Schedule 3.1(a)(ii), the Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 11 contracts

Sources: Securities Purchase Agreement (Precipio, Inc.), Securities Purchase Agreement (Alliance MMA, Inc.), Securities Purchase Agreement (Alliance MMA, Inc.)

Subsidiaries. All of the material direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 10 contracts

Sources: Securities Purchase Agreement (Ontrak, Inc.), Securities Purchase Agreement (Ontrak, Inc.), Securities Purchase Agreement (Ontrak, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries Subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiariesSubsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 9 contracts

Sources: Underwriting Agreement (Intelligent Bio Solutions Inc.), Securities Purchase Agreement (Vallon Pharmaceuticals, Inc.), Securities Purchase Agreement (Salarius Pharmaceuticals, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary except as set forth on Schedule 3.1(a), free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 9 contracts

Sources: Securities Purchase Agreement (Digital Ally, Inc.), Securities Purchase Agreement (NRX Pharmaceuticals, Inc.), Securities Purchase Agreement (Meihua International Medical Technologies Co., Ltd.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a)3.1. 1. The Company owns, directly or indirectly, all of the share capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of share capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 9 contracts

Sources: Securities Purchase Agreement (Clearmind Medicine Inc.), Securities Purchase Agreement (Clearmind Medicine Inc.), Securities Purchase Agreement (Big Tree Cloud Holdings LTD)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Except as disclosed on Schedule 3.1(a), the Company owns, directly or indirectly, all of the capital stock share or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock share of each Subsidiary are validly issued and are issued, fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 9 contracts

Sources: Securities Purchase Agreement (Lifeward Ltd.), Securities Purchase Agreement (ReWalk Robotics Ltd.), Securities Purchase Agreement (ReWalk Robotics Ltd.)

Subsidiaries. All of the material direct and indirect subsidiaries of the Company are set forth in on Schedule 3.1(a). The Other than as noted on Schedule 3.1(a), the Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any LiensSubsidiary, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 9 contracts

Sources: Securities Purchase Agreement (ATIF Holdings LTD), Securities Purchase Agreement (ATIF Holdings LTD), Securities Purchase Agreement (ATIF Holdings LTD)

Subsidiaries. All of the direct and indirect subsidiaries Subsidiaries of the Company are set forth on Schedule 3.1(a). The 3.1(a).The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 9 contracts

Sources: Securities Purchase Agreement (Mainz Biomed N.V.), Securities Purchase Agreement (Mainz Biomed N.V.), Securities Purchase Agreement (Agm Group Holdings, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Except as disclosed on Schedule 3.1(a), the Company owns, directly or indirectly, all of the share capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of share capital stock of each Subsidiary are validly issued and are issued, fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 8 contracts

Sources: Securities Purchase Agreement (MediWound Ltd.), Securities Purchase Agreement (Top Wealth Group Holding LTD), Securities Purchase Agreement (Lifeward Ltd.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary Subsidiary, in the amounts set forth on Schedule 3.1(a), free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has shall at any time in which the Note remains outstanding have no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 8 contracts

Sources: Securities Purchase Agreement (Stemtech Corp), Securities Purchase Agreement (Todos Medical Ltd.), Securities Purchase Agreement (Todos Medical Ltd.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Except as set forth in the SEC Reports, the Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 8 contracts

Sources: Securities Purchase Agreement (INFOSONICS Corp), Securities Purchase Agreement (INFOSONICS Corp), Securities Purchase Agreement (Marathon Patent Group, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule SCHEDULE 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other then references to the Subsidiaries or any of them in the Transaction Documents shall to the Subsidiaries will be disregarded.

Appears in 7 contracts

Sources: Securities Purchase Agreement (Genius Products Inc), Securities Purchase Agreement (Morgan Beaumont Inc), Securities Purchase Agreement (Armor Electric, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable assessable, and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 7 contracts

Sources: Securities Purchase Agreement (Steakholder Foods Ltd.), Securities Purchase Agreement (Endexx Corp), Securities Purchase Agreement (Appliance Recycling Centers of America Inc /Mn)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary Subsidiary, in the amounts set forth on Schedule 3.1(a), free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, then all other references in the Transaction Documents to the Subsidiaries or any of them in the Transaction Documents shall will be disregarded.

Appears in 7 contracts

Sources: Securities Purchase Agreement (Chron Organization, Inc.), Securities Purchase Agreement (Cool Technologies, Inc.), Securities Purchase Agreement (Leo Motors, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Except as disclosed on Schedule 3.1(a), the Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 7 contracts

Sources: Securities Purchase Agreement (Ability Inc.), Securities Purchase Agreement (Ability Inc.), Securities Purchase Agreement (Glowpoint, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries Subsidiaries of the Company Company, if any, and their respective jurisdictions of incorporation or organization are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 6 contracts

Sources: Securities Purchase Agreement (Black Titan Corp), Securities Purchase Agreement (Titan Pharmaceuticals Inc), Securities Purchase Agreement (Black Titan Corp)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock share or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock share of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 6 contracts

Sources: Securities Purchase Agreement (Arbe Robotics Ltd.), Securities Purchase Agreement (Zomedica Pharmaceuticals Corp.), Securities Purchase Agreement (Zomedica Pharmaceuticals Corp.)

Subsidiaries. All of the direct and indirect subsidiaries Subsidiaries of the Company are set forth on Schedule 3.1(a). The Except as indicated on Schedule 3.1(a), the Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 6 contracts

Sources: Underwriting Agreement (SIMPLICITY ESPORTS & GAMING Co), Underwriting Agreement (GeoVax Labs, Inc.), Underwriting Agreement (SIMPLICITY ESPORTS & GAMING Co)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any lien, charge, security interest, encumbrance, right of first refusal or other restriction (collectively, “Liens”), and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securitiesrights. If the Company has no subsidiaries, all other then references to the Subsidiaries or any of them in the Transaction Documents to the Subsidiaries shall be disregarded.

Appears in 6 contracts

Sources: Securities Purchase Agreement (World Health Alternatives Inc), Securities Purchase Agreement (Paincare Holdings Inc), Securities Purchase Agreement (World Health Alternatives Inc)

Subsidiaries. All of the direct and indirect subsidiaries of the Company Company, if any, are set forth on Schedule 3.1(a)) of the Purchase Agreement. The Company owns, directly or indirectly, all of the share capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 6 contracts

Sources: Placement Agency Agreement (Neo-Concept International Group Holdings LTD), Placement Agency Agreement (PTL LTD), Placement Agency Agreement (PTL LTD)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each except as indicated in the Disclosure Schedules, Subsidiary free and clear of any Liens, except for Liens created under the Transaction Documents, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 5 contracts

Sources: Securities Purchase Agreement (Caravelle International Group), Securities Purchase Agreement (Caravelle International Group), Securities Purchase Agreement (Trio Petroleum Corp.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any LiensSubsidiary, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-non- assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 5 contracts

Sources: Securities Purchase Agreement (IIOT-OXYS, Inc.), Securities Purchase Agreement (Bubblr Inc.), Securities Purchase Agreement (IIOT-OXYS, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company Company, if any, are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 5 contracts

Sources: Securities Purchase Agreement (Chanson International Holding), Securities Purchase Agreement (Bright Green Corp), Securities Purchase Agreement (KWESST Micro Systems Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are Except as set forth on Schedule 3.1(a), the Company has no direct or indirect subsidiaries. The Except as set forth on Schedule 3.1(a), the Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securitiesrights. If the Company has no subsidiaries, all other then references to the Subsidiaries or any of them in the Transaction Documents shall to the Subsidiaries will be disregarded.

Appears in 5 contracts

Sources: Securities Purchase Agreement (Focus Enhancements Inc), Securities Purchase Agreement (Focus Enhancements Inc), Securities Purchase Agreement (Focus Enhancements Inc)

Subsidiaries. All of the direct and indirect subsidiaries of the Company as of the date hereof are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 5 contracts

Sources: Securities Purchase Agreement (Allurion Technologies, Inc.), Securities Purchase Agreement (Allurion Technologies, Inc.), Securities Purchase Agreement (Allurion Technologies, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company Company, if any, are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other then references to the Subsidiaries or any of them in the Transaction Documents shall to the Subsidiaries will be disregarded.

Appears in 5 contracts

Sources: Securities Purchase Agreement (Cyberkinetics Neurotechnology Systems, Inc.), Securities Purchase Agreement (Micromed Cardiovascular Inc), Securities Purchase Agreement (Micromed Cardiovascular Inc)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall will be disregarded.

Appears in 5 contracts

Sources: Securities Purchase Agreement (SenesTech, Inc.), Securities Purchase Agreement (SenesTech, Inc.), Securities Purchase Agreement (SenesTech, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a4.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are duly authorized, validly issued and are issued, fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other then references to the Subsidiaries or any of them in the Transaction Documents shall to the Subsidiaries will be disregarded.

Appears in 5 contracts

Sources: Preferred Stock Purchase Agreement (International Stem Cell CORP), Preferred Stock Purchase Agreement (International Stem Cell CORP), Preferred Stock Purchase Agreement (International Stem Cell CORP)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any LiensLiens except as disclosed on Schedule 3.1(a), and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 5 contracts

Sources: Securities Purchase Agreement (Lexaria Bioscience Corp.), Securities Purchase Agreement (Lexaria Bioscience Corp.), Securities Purchase Agreement (Lexaria Bioscience Corp.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule SCHEDULE 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other then references to the Subsidiaries or any of them in the Transaction Documents shall to the Subsidiaries will be disregarded.

Appears in 5 contracts

Sources: Securities Purchase Agreement (Sanswire Corp.), Securities Purchase Agreement (Globetel Communications Corp), Securities Purchase Agreement (Alternate Energy Corp)

Subsidiaries. All of the direct and indirect subsidiaries Subsidiaries of the Company are set forth on Schedule 3.1(a)3.1.1. The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 4 contracts

Sources: Securities Purchase Agreement (Greenlane Holdings, Inc.), Securities Purchase Agreement (Nano Nuclear Energy Inc.), Securities Purchase Agreement (SOBR Safe, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock shares or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock share of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 4 contracts

Sources: Securities Purchase Agreement (Rosetta Genomics Ltd.), Securities Purchase Agreement (Rosetta Genomics Ltd.), Securities Purchase Agreement (Rosetta Genomics Ltd.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a)) . The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, then all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 4 contracts

Sources: Note and Warrant Purchase Agreement, Note and Warrant Purchase Agreement (Marina Biotech, Inc.), Securities Purchase Agreement (New Energy Technologies, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries Subsidiaries of the Company are set forth on in the Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiariesSubsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 4 contracts

Sources: Securities Purchase Agreement (Aeterna Zentaris Inc.), Securities Purchase Agreement (Aeterna Zentaris Inc.), Securities Purchase Agreement (Aeterna Zentaris Inc.)

Subsidiaries. All of the direct and indirect subsidiaries Subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase such securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 4 contracts

Sources: Securities Purchase Agreement (Nanoviricides, Inc.), Securities Purchase Agreement (Nanoviricides, Inc.), Securities Purchase Agreement (Nanoviricides, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries Subsidiaries of the Company are set forth on Schedule 3.1(a). The Except as set forth on Schedule 3.1(a), the Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiariesSubsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 4 contracts

Sources: Underwriting Agreement (Intelligent Bio Solutions Inc.), Underwriting Agreement (Intelligent Bio Solutions Inc.), Underwriting Agreement (Intelligent Bio Solutions Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a‎3.1 (a) Except as set forth on Schedule ‎3.1(a). The , the Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 4 contracts

Sources: Securities Purchase Agreement (Castle Brands Inc), Securities Purchase Agreement (Castle Brands Inc), Exchange Agreement (Castle Brands Inc)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 4 contracts

Sources: Securities Purchase Agreement (Painreform Ltd.), Securities Purchase Agreement (Medigus Ltd.), Securities Purchase Agreement (Medigus Ltd.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock share or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock shares of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 4 contracts

Sources: Securities Purchase Agreement (G Medical Innovations Holdings Ltd.), Securities Purchase Agreement (G Medical Innovations Holdings Ltd.), Securities Purchase Agreement (G Medical Innovations Holdings Ltd.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the share capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of share capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities, other than as indicated on Schedule 3.1(a). If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 4 contracts

Sources: Securities Purchase Agreement (China Natural Resources Inc), Securities Purchase Agreement (Blue Hat Interactive Entertainment Technology), Securities Purchase Agreement (Blue Hat Interactive Entertainment Technology)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, except as set forth on Schedule 3.1(a), and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 4 contracts

Sources: Securities Purchase Agreement (Safe-T Group Ltd.), Securities Purchase Agreement (Safe-T Group Ltd.), Securities Purchase Agreement (Safe-T Group Ltd.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the shares or shares of capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares or shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 4 contracts

Sources: Securities Purchase Agreement (Dunxin Financial Holdings LTD), Securities Purchase Agreement (Jiuzi Holdings, Inc.), Securities Purchase Agreement (Guardforce AI Co., Ltd.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any lien, charge, security interest, encumbrance, right of first refusal or other restriction (collectively, "Liens"), and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securitiesrights. If the Company has no subsidiaries, all other then references to the Subsidiaries or any of them in the Transaction Documents to the Subsidiaries shall be disregarded.

Appears in 4 contracts

Sources: Securities Purchase Agreement (Tasker Capital Corp), Securities Purchase Agreement (Tasker Capital Corp), Securities Purchase Agreement (Usurf America Inc)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a)3.1.1. The Unless otherwise provided on Schedule 3.1.1, the Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 4 contracts

Sources: Securities Purchase Agreement (Zoomcar Holdings, Inc.), Securities Purchase Agreement (Zoomcar Holdings, Inc.), Securities Purchase Agreement (Zoomcar Holdings, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the each Company are set forth on Schedule 3.1(a). The Each Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the each Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 4 contracts

Sources: Convertible Note Purchase Agreement (Notis Global, Inc.), Convertible Note Purchase Agreement (Notis Global, Inc.), Convertible Note Purchase Agreement (Notis Global, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any LiensLiens other than as disclosed in the SEC Reports, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 4 contracts

Sources: Securities Purchase Agreement (Cinedigm Corp.), Securities Purchase Agreement (Auris Medical Holding Ltd.), Securities Purchase Agreement (Cinedigm Corp.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary which it owns, free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 4 contracts

Sources: Securities Purchase Agreement (Castellum, Inc.), Securities Purchase Agreement (Castellum, Inc.), Securities Purchase Agreement (Castellum, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on in the Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary Subsidiary, free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 4 contracts

Sources: Securities Purchase Agreement (NeuroSense Therapeutics Ltd.), Securities Purchase Agreement (NeuroSense Therapeutics Ltd.), Securities Purchase Agreement (NeuroSense Therapeutics Ltd.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregardeddisregarded except to the extent such reference speaks to a time in the past or future with respect to a Subsidiary.

Appears in 3 contracts

Sources: Securities Purchase Agreement (BioSig Technologies, Inc.), Securities Purchase Agreement (BioSig Technologies, Inc.), Securities Purchase Agreement (BioSig Technologies, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any LiensLiens (except for any Permitted Lien), and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 3 contracts

Sources: Securities Purchase Agreement (Boldface Group, Inc.), Securities Purchase Agreement (Boldface Group, Inc.), Securities Purchase Agreement (Boldface Group, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase such securities. If the Company has no subsidiaries, all other then references to the Subsidiaries or any of them in the Transaction Documents shall to the Subsidiaries will be disregarded.

Appears in 3 contracts

Sources: Securities Purchase Agreement (Verticalnet Inc), Securities Purchase Agreement (Verticalnet Inc), Securities Purchase Agreement (Verticalnet Inc)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a)) or as disclosed in the SEC Reports. The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 3 contracts

Sources: Securities Purchase Agreement (G Medical Innovations Holdings Ltd.), Securities Purchase Agreement (Eclips Energy Technologies, Inc.), Securities Purchase Agreement (Eclips Energy Technologies, Inc.)

Subsidiaries. All of the direct and indirect principal subsidiaries of the Company are set forth on in Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 3 contracts

Sources: Securities Purchase Agreement (U Power LTD), Securities Purchase Agreement (U Power LTD), Securities Purchase Agreement (SHENGFENG DEVELOPMENT LTD)

Subsidiaries. All of the direct and indirect subsidiaries Subsidiaries of the Company are set forth on Schedule 3.1(a)) hereto. The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 3 contracts

Sources: Underwriting Agreement (Marygold Companies, Inc.), Underwriting Agreement (Paltalk, Inc.), Underwriting Agreement (Paltalk, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary (if any) free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 3 contracts

Sources: Securities Purchase Agreement, Securities Purchase Agreement (Vitality Biopharma, Inc.), Securities Purchase Agreement (HedgePath Pharmaceuticals, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a) (each a “Subsidiary” and collectively the “Subsidiaries”). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, then all other references in the Transaction Documents to the Subsidiaries or any of them in the Transaction Documents shall will be disregarded.

Appears in 3 contracts

Sources: Securities Purchase Agreement (Vicor Technologies, Inc.), Securities Purchase Agreement (Visualant Inc), Securities Purchase Agreement (CPC of America Inc)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each the Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each the Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, then all other references in the Transaction Documents to the Subsidiaries or any of them in the Transaction Documents shall will be disregarded.

Appears in 3 contracts

Sources: Securities Purchase Agreement (Mach One Corp), Securities Purchase Agreement (Mach One Corp), Securities Purchase Agreement (Enlightened Gourmet, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the share capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 3 contracts

Sources: Securities Purchase Agreement (Galmed Pharmaceuticals Ltd.), Securities Purchase Agreement (Galmed Pharmaceuticals Ltd.), Securities Purchase Agreement (Galmed Pharmaceuticals Ltd.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a)) of the Disclosure Schedules. The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 3 contracts

Sources: Securities Purchase Agreement (Gaming Technologies, Inc.), Securities Purchase Agreement (Gaming Technologies, Inc.), Securities Purchase Agreement (Gaming Technologies, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Except as set forth on Schedule 3.1(a), the Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other then references to the Subsidiaries or any of them in the Transaction Documents shall to the Subsidiaries will be disregarded.

Appears in 3 contracts

Sources: Securities Purchase Agreement (Nutracea), Securities Purchase Agreement (Drugmax Inc), Securities Purchase Agreement (Nutracea)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary (other than Lifestyle Innovations, Inc.) are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other then references to the Subsidiaries or any of them in the Transaction Documents shall to the Subsidiaries will be disregarded.

Appears in 3 contracts

Sources: Securities Purchase Agreement (RCG Companies Inc), Securities Purchase Agreement (RCG Companies Inc), Securities Purchase Agreement (RCG Companies Inc)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary as described on Schedule 3.1(a) free and clear of any Liens other than Permitted Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 3 contracts

Sources: Securities Purchase Agreement (Pure Bioscience, Inc.), Securities Purchase Agreement (ZBB Energy Corp), Securities Purchase Agreement (ZBB Energy Corp)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable assessable, and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other then references to the Subsidiaries or any of them in the Transaction Documents to the Subsidiaries shall be disregarded.

Appears in 3 contracts

Sources: Common Stock Purchase Agreement (LandStar, Inc.), Common Stock Purchase Agreement (LandStar, Inc.), Common Stock Purchase Agreement (Pure Bioscience, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries Subsidiaries of the Company are set forth on in Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock shares or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding capital shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiariesSubsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 3 contracts

Sources: Underwriting Agreement (InMed Pharmaceuticals Inc.), Underwriting Agreement (InMed Pharmaceuticals Inc.), Underwriting Agreement (InMed Pharmaceuticals Inc.)

Subsidiaries. All of the direct and indirect subsidiaries Subsidiaries of the Company are set forth on Schedule 3.1(aSCHEDULE 3.1(A). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, then all other references in the Transaction Documents to the Subsidiaries or any of them in the Transaction Documents shall will be disregarded.

Appears in 3 contracts

Sources: Securities Purchase Agreement (Elite Pharmaceuticals Inc /De/), Securities Purchase Agreement (Elite Pharmaceuticals Inc /De/), Securities Purchase Agreement (Elite Pharmaceuticals Inc /De/)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a3.1 (a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 3 contracts

Sources: Securities Purchase Agreement, Securities Purchase Agreement, Securities Purchase Agreement

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, then all other references in the Transaction Documents to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Cyberdefender Corp), Securities Purchase Agreement (Cyberdefender Corp)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a4.1(a) (collectively, the “Subsidiaries”). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any LiensSubsidiary, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 2 contracts

Sources: Purchase Agreement (NaturalShrimp Inc), Purchase Agreement (NaturalShrimp Inc)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on in Schedule 3.1(a)) of the Disclosure Schedule. The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other then references to the Subsidiaries or any of them in the Transaction Documents shall to the Subsidiaries will be disregarded.

Appears in 2 contracts

Sources: Securities Purchase Agreement (American International Ventures Inc /De/), Securities Purchase Agreement (Knockout Holdings, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a)2.1. The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 2 contracts

Sources: Securities Purchase Agreement (As Seen on TV, Inc.), Securities Purchase Agreement (H & H Imports, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are as set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 2 contracts

Sources: Securities Purchase Agreement (CFN Enterprises Inc.), Securities Purchase Agreement (CASI Pharmaceuticals, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on in Schedule 3.1(a). The Except as set forth in Schedule 3.1(a), the Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Xtant Medical Holdings, Inc.), Securities Purchase Agreement (Xtant Medical Holdings, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liensliens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable nonassessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Creative Medical Technology Holdings, Inc.), Securities Purchase Agreement (Creative Medical Technology Holdings, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, except as set forth on Schedule 3.1(o), and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Titan Environmental Solutions Inc.), Securities Purchase Agreement (Titan Environmental Solutions Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each except as indicated in the Disclosure Schedules. Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Grom Social Enterprises, Inc.), Securities Purchase Agreement (Grom Social Enterprises, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a)9.1. The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 2 contracts

Sources: Placement Agent Agreement (Flora Growth Corp.), Placement Agent Agreement (Flora Growth Corp.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents this Section 3.1 shall be disregarded.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Blue Holdings, Inc.), Securities Purchase Agreement (Axis Technologies Group Inc)

Subsidiaries. All of the direct and indirect subsidiaries Subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock or other equity interests of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiariesSubsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Ecoark Holdings, Inc.), Securities Purchase Agreement (Ecoark Holdings, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a). The Company owns, directly or indirectly, all of the capital stock stock, or other equity interests of each Subsidiary Subsidiary, free and clear of any Liens, except for Permitted Liens and Liens created under the Transaction Documents, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Mitesco, Inc.), Securities Purchase Agreement (Amaze Holdings, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries Subsidiaries of the Company are set forth on Schedule 3.1(a). The Except as indicated on Schedule 3.1(a), the Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiariesSubsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 2 contracts

Sources: Underwriting Agreement (BT Brands, Inc.), Underwriting Agreement (BT Brands, Inc.)

Subsidiaries. All of the direct and indirect subsidiaries of the Company are set forth on Schedule 3.1(a)) or the Company’s SEC Reports. The Company owns, directly or indirectly, all of the capital stock or other equity interests of each Subsidiary free and clear of any Liens, and all of the issued and outstanding shares of capital stock of each Subsidiary are validly issued and are fully paid, non-assessable and free of preemptive and similar rights to subscribe for or purchase securities. If the Company has no subsidiaries, all other references to the Subsidiaries or any of them in the Transaction Documents shall be disregarded.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Dih Holding Us, Inc.), Securities Purchase Agreement (Dih Holding Us, Inc.)