Common use of Subsidiaries Clause in Contracts

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect on the assets, business or operations of the Company taken as a whole. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 310 contracts

Sources: Underwriting Agreement (Buda Juice LLC), Underwriting Agreement (Bimergen Energy Corp), Underwriting Agreement (Off the Hook Ys Inc.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect on the assets, business or operations of the Company taken as a wholeMaterial Adverse Change. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 103 contracts

Sources: Underwriting Agreement (Hartford Creative Group, Inc.), Underwriting Agreement (Collab Z Inc.), Underwriting Agreement (TV Channels Network Inc.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect on the assets, business or operations of the Company taken as a wholeMaterial Adverse Change. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 85 contracts

Sources: Underwriting Agreement (Apimeds Pharmaceuticals US, Inc.), Underwriting Agreement (Apimeds Pharmaceuticals US, Inc.), Underwriting Agreement (Apimeds Pharmaceuticals US, Inc.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect on the assets, business or operations of the Company taken as a wholeMaterial Adverse Change. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 59 contracts

Sources: Underwriting Agreement (Intensity Therapeutics, Inc.), Underwriting Agreement (Twin Vee PowerCats, Co.), Underwriting Agreement (ProPhase Labs, Inc.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have result in a material adverse effect on the assets, business or operations of the Company taken as a wholeMaterial Adverse Change. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 40 contracts

Sources: Underwriting Agreement (INNOCAN PHARMA Corp), Underwriting Agreement (Star Fashion Culture Holdings LTD), Underwriting Agreement (Majestic Ideal Holdings LTD)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect on the assets, business or operations of the Company taken as a whole. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 21 contracts

Sources: Placement Agency Agreement (Sidus Space Inc.), Placement Agency Agreement (XTI Aerospace, Inc.), Placement Agency Agreement (Sidus Space Inc.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect on the assets, business or operations of the Company and the Subsidiaries taken as a whole. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 17 contracts

Sources: Underwriting Agreement (Acco Group Holdings LTD), Underwriting Agreement (Acco Group Holdings LTD), Underwriting Agreement (MPJS Group LTD)

Subsidiaries. All direct and indirect Subsidiaries subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect on the assets, business or operations of the Company taken as a whole. The Company’s ownership and control of each Subsidiary subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 13 contracts

Sources: Underwriting Agreement (Glucose Health, Inc.), Underwriting Agreement (Castellum, Inc.), Underwriting Agreement (Castellum, Inc.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect on the assets, business or operations of the Company taken as a wholeMaterial Adverse Change. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package Package, and the Prospectus.

Appears in 13 contracts

Sources: Placement Agency Agreement (Vivani Medical, Inc.), Placement Agency Agreement (Cel Sci Corp), Placement Agency Agreement (Cel Sci Corp)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect Material Adverse Change on the assets, business or operations of the Company taken as a whole. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 12 contracts

Sources: Underwriting Agreement (Wellgistics Health, Inc.), Underwriting Agreement (Danam Health, Inc), Underwriting Agreement (Flewber Global Inc.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect on the assets, business or operations of the Company taken as a whole. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 11 contracts

Sources: Securities Purchase Agreement (CIMG Inc.), Securities Purchase Agreement (Galaxy Payroll Group LTD), Securities Purchase Agreement (Intelligent Group LTD)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have result in a material adverse effect Material Adverse Change on the assets, business or operations of the Company taken as a whole. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 8 contracts

Sources: Underwriting Agreement (Mega Fortune Co LTD), Underwriting Agreement (Mega Fortune Co LTD), Underwriting Agreement (Phoenix Asia Holdings LTD)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect on the assets, business or operations of the Company taken as a whole. The Company’s 's ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 8 contracts

Sources: Placement Agency Agreement (Snow Lake Resources Ltd.), Placement Agency Agreement (Snow Lake Resources Ltd.), Placement Agency Agreement (Snow Lake Resources Ltd.)

Subsidiaries. All direct and indirect material Subsidiaries of the Company are duly organized and in good standing under the laws of the place its jurisdiction of organization or incorporation, and each Subsidiary is qualified to do business and in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect on the assets, business or operations of the Company taken as a whole. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 7 contracts

Sources: Underwriting Agreement (Scorpius Holdings, Inc.), Underwriting Agreement (Scorpius Holdings, Inc.), Underwriting Agreement (Scorpius Holdings, Inc.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect on the assets, business business, or operations of the Company taken as a whole. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package Package, and the Prospectus.

Appears in 6 contracts

Sources: Underwriting Agreement (Nature's Miracle Holding Inc.), Underwriting Agreement (Nature's Miracle Holding Inc.), Underwriting Agreement (Nature's Miracle Holding Inc.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect on the assets, business or operations of the Company taken as a whole. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package Base Prospectus, the Time of Sale Prospectus and the ProspectusProspectus Supplement.

Appears in 5 contracts

Sources: Placement Agent Agreement (NXT-Id, Inc.), Placement Agent Agreement (NXT-Id, Inc.), Placement Agent Agreement (xG TECHNOLOGY, INC.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect on the assets, business or operations of the Company taken as a wholeMaterial Adverse Change. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package Time of Sale Information and the Prospectus.

Appears in 5 contracts

Sources: Underwriting Agreement (Luxurban Hotels Inc.), Underwriting Agreement (BitNile Holdings, Inc.), Underwriting Agreement (BitNile Holdings, Inc.)

Subsidiaries. All direct and indirect Subsidiaries of the Company Company, if any, are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect Material Adverse Change on the assets, business or operations of the Company taken as a whole. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 4 contracts

Sources: Underwriting Agreement (Opti-Harvest, Inc.), Underwriting Agreement (Opti-Harvest, Inc.), Underwriting Agreement (Opti-Harvest, Inc.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect Material Adverse Change on the assets, business or operations of the Company taken as a whole. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 4 contracts

Sources: Underwriting Agreement (Jupiter Wellness, Inc.), Underwriting Agreement (SRM Entertainment, Inc.), Underwriting Agreement (SRM Entertainment, Inc.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect on the assets, business or operations of the Company taken as a whole. The Company’s ownership and control of each Subsidiary is as described Company does not own or control, directly or indirectly, any corporation, association or entity other than those listed in the Registration Statement, the Pricing Disclosure Package and the ProspectusSEC Documents.

Appears in 4 contracts

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

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not be reasonably expected to have a material adverse effect on the assets, business or operations of the Company taken as a wholeMaterial Adverse Change. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 4 contracts

Sources: Underwriting Agreement (Charming Medical LTD), Underwriting Agreement (Charming Medical LTD), Underwriting Agreement (Charming Medical LTD)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have result in a material adverse effect on the assets, business or operations of the Company taken as a wholeMaterial Adverse Change. The Company’s 's ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 4 contracts

Sources: Underwriting Agreement (Gamer Pakistan Inc), Underwriting Agreement (Gamer Pakistan Inc), Underwriting Agreement (Gamer Pakistan Inc)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect on the assets, business or operations of the Company taken as a wholeMaterial Adverse Effect. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 4 contracts

Sources: Underwriting Agreement (Recruiter.com Group, Inc.), Underwriting Agreement (Recruiter.com Group, Inc.), Underwriting Agreement (Kubient, Inc.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect on the assets, business or operations Material Adverse Change of the Company taken as a whole. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 3 contracts

Sources: Underwriting Agreement (Inpixon), Underwriting Agreement (Inpixon), Underwriting Agreement (Inpixon)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect on the assets, business or operations of the Company taken as a whole. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 3 contracts

Sources: Underwriting Agreement (Catasys, Inc.), Underwriting Agreement (Catasys, Inc.), Underwriting Agreement (Catasys, Inc.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify be so qualified, singularly or in the aggregate, would not have or reasonably be expected to result in a material adverse effect on the assets, business or operations of the Company taken as a wholeMaterial Adverse Change. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package Package, and the Prospectus.

Appears in 3 contracts

Sources: Placement Agency Agreement (BriaCell Therapeutics Corp.), Placement Agency Agreement (BriaCell Therapeutics Corp.), Placement Agency Agreement (BriaCell Therapeutics Corp.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each such Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect on the assets, business or operations of the Company taken as a whole. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package Prospectus and the Prospectus.

Appears in 3 contracts

Sources: Underwriter Agreement (Dogness (International) Corp), Placement Agreement (Hebron Technology Co., LTD), Placement Agreement (Hebron Technology Co., LTD)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place its jurisdiction of organization or incorporation, and each Subsidiary is qualified to do business and in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have reasonably be expected to result in a material adverse effect on the assets, business or operations of the Company taken as a wholeMaterial Adverse Change. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 3 contracts

Sources: Underwriting Agreement (Evoke Pharma Inc), Underwriting Agreement (Evoke Pharma Inc), Underwriting Agreement (Evoke Pharma Inc)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not not, individually or in the aggregate, have a material adverse effect on the assets, business or operations of the Company taken as a wholeMaterial Adverse Change. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 2 contracts

Sources: Underwriting Agreement (NuZee, Inc.), Underwriting Agreement (NuZee, Inc.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify be so qualified, singularly or in the aggregate, would not have or reasonably be expected to result in a material adverse effect on the assets, business or operations of the Company taken as a wholeMaterial Adverse Change. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 2 contracts

Sources: Underwriting Agreement (BriaCell Therapeutics Corp.), Underwriting Agreement (BriaCell Therapeutics Corp.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect Material Adverse Effect on the assets, business or operations of the Company taken as a whole. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 2 contracts

Sources: Underwriting Agreement (Fatpipe Inc/Ut), Underwriting Agreement (Fatpipe Inc/Ut)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect Material Adverse Change on the assets, business or operations of the Company taken as a whole. The Company’s ownership and control of each Subsidiary is as described in the Registration Offering Statement, the Pricing Disclosure Package Materials and the ProspectusFinal Offering Circular.

Appears in 2 contracts

Sources: Selling Agency Agreement (Level Brands, Inc.), Selling Agency Agreement (Level Brands, Inc.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect on the assets, business or operations of the Company taken as a wholeMaterial Adverse Effect . The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 2 contracts

Sources: Underwriting Agreement (ShiftPixy, Inc.), Underwriting Agreement (Unusual Machines, Inc.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have result in a material adverse effect on the assets, business or operations of the Company taken as a wholeMaterial Adverse Change. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 2 contracts

Sources: Underwriting Agreement (Opexa Therapeutics, Inc.), Underwriting Agreement (Opexa Therapeutics, Inc.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect Material Adverse Change on the assets, business business, or operations of the Company taken as a whole. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package Package, and the Prospectus.

Appears in 2 contracts

Sources: Underwriting Agreement (Verb Technology Company, Inc.), Underwriting Agreement (Verb Technology Company, Inc.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized or incorporated, and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect Material Adverse Change on the assets, business or operations of the Company and its Subsidiaries taken as a whole. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 2 contracts

Sources: Underwriting Agreement (Linkage Global Inc), Underwriting Agreement (Linkage Global Inc)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing (where the concept is recognized) under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect on the assets, business or operations of the Company taken as a whole. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 2 contracts

Sources: Underwriting Agreement (SuperCom LTD), Underwriting Agreement (SuperCom LTD)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect Material Adverse Change on the assets, business or operations of the Company taken as a whole. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 2 contracts

Sources: Underwriting Agreement (BK Technologies Corp), Underwriting Agreement (Ballantyne Strong, Inc.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have result in a material adverse effect on the assets, business or operations of the Company taken as a wholeMaterial Adverse Change. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing General Disclosure Package and the Prospectus.

Appears in 2 contracts

Sources: Underwriting Agreement (Chromocell Therapeutics Corp), Underwriting Agreement (Chromocell Therapeutics Corp)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect on the assets, business or operations of the Company taken as a wholeMaterial Adverse Change. The Company’s ownership and control of each Subsidiary is as described disclosed in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 2 contracts

Sources: Underwriting Agreement (Protagenic Therapeutics, Inc.\new), Underwriting Agreement (Protagenic Therapeutics, Inc.\new)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have result in a material adverse effect on Material Adverse Change to the assets, business or operations of the Company taken as a whole. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 2 contracts

Sources: Underwriting Agreement (Alta Global Group LTD), Underwriting Agreement (Alta Global Group LTD)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place its jurisdiction of organization or incorporation, and each Subsidiary is qualified to do business and in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect on the assets, business or operations of the Company taken as a whole. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 2 contracts

Sources: Underwriting Agreement (Netcapital Inc.), Underwriting Agreement (Direct Communication Solutions, Inc.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly formed, organized and in good standing existing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing qualified to do business in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have result in a material adverse effect on the assets, business or operations of the Company taken as a wholeMaterial Adverse Change. The Company’s 's ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 1 contract

Sources: Underwriting Agreement (ImmunoPrecise Antibodies Ltd.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect on the assets, business or operations of the Company taken as a wholeMaterial Adverse Change. The Company’s ownership and control of each Subsidiary is Except as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus, the Company owns beneficially and of record 100% of the outstanding stock or other equity securities of each Subsidiary.

Appears in 1 contract

Sources: Underwriting Agreement (ENDRA Life Sciences Inc.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect on the assets, business or operations of the Company taken as a whole. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 1 contract

Sources: Underwriting Agreement (BGIN BLOCKCHAIN LTD)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have not, individually or in the aggregate, reasonably be expected to result in a material adverse effect on the assets, business or operations of the Company taken as a wholeMaterial Adverse Effect. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the ProspectusCompany’s SEC Reports.

Appears in 1 contract

Sources: Securities Purchase Agreement (XTI Aerospace, Inc.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly formed, organized and in good standing existing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing qualified to do business in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have result in a material adverse effect on the assets, business or operations of the Company taken as a wholeMaterial Adverse Change. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 1 contract

Sources: Underwriting Agreement (KULR Technology Group, Inc.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have cause a material adverse effect on the assets, business or operations of the Company taken as a whole. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 1 contract

Sources: Underwriting Agreement (Eleison Pharmaceuticals Inc)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing duly qualified to conduct business in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect on the assets, business or operations of the Company taken as a whole. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 1 contract

Sources: Underwriting Agreement (PetVivo Holdings, Inc.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have result in a material adverse effect on the assets, business or operations of the Company taken as a wholeMaterial Adverse Change. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 1 contract

Sources: Underwriting Agreement (Perfect Moment Ltd.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect on the assets, business or operations of the Company taken as a whole. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.a

Appears in 1 contract

Sources: Placement Agency Agreement (Sadot Group Inc.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have be reasonably expected to result in a material adverse effect on Material Adverse Change to the assets, business or operations of the Company taken as a whole. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 1 contract

Sources: Underwriting Agreement (Gladstone Companies, Inc.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify be in good standing or so qualify, singularly or in the aggregate, would not have or reasonably be expected to result in a material adverse effect on the assets, business or operations of the Company taken as a wholeMaterial Adverse Change. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 1 contract

Sources: Underwriting Agreement (Vitro Biopharma, Inc.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except qualification and where the failure to qualify do so would not have result in a material adverse effect on the assets, business or operations of the Company taken as a wholeMaterial Adverse Change. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 1 contract

Sources: Underwriting Agreement (Moko Social Media LTD)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect on the assets, business or operations of the Company taken as a whole. The Company’s ownership and control of each Subsidiary is as described in the Registration Offering Statement, the Pricing Disclosure Package Preliminary Offering Circular and the ProspectusOffering Circular.

Appears in 1 contract

Sources: Placement Agency Agreement (Biovie Inc.)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not have a material adverse effect on the assets, business or operations of the Company taken as a wholeMaterial Adverse Effect. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 1 contract

Sources: Underwriting Agreement (Xplore Technologies Corp)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place of organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not reasonably be expected to have a material adverse effect on the assets, business or operations of the Company taken as a wholeMaterial Adverse Change. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 1 contract

Sources: Underwriting Agreement (Piedmont Lithium LTD)

Subsidiaries. All direct and indirect Subsidiaries of the Company are duly organized and in good standing under the laws of the place jurisdiction of their organization or incorporation, and each Subsidiary is in good standing in each jurisdiction in which its ownership or lease of property or the conduct of business requires such qualification, except where the failure to qualify would not reasonably be expected to have a material adverse effect on the assets, business or operations of the Company taken as a whole. The Company’s ownership and control of each Subsidiary is as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus.

Appears in 1 contract

Sources: Underwriting Agreement (Professional Diversity Network, Inc.)