Common use of Filings, Consents and Approvals Clause in Contracts

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.6, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 9 contracts

Samples: Securities Purchase Agreement (ESP Resources, Inc.), Securities Purchase Agreement (Marketing Worldwide Corp), Securities Purchase Agreement (Changda International Holdings, Inc.)

AutoNDA by SimpleDocs

Filings, Consents and Approvals. The Other than as set forth on Schedule 3.1(e), the Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.6 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby thereby, and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 8 contracts

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

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.6 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Warrant Shares for trading thereon in the time and manner required thereby thereby, and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 6 contracts

Samples: Securities Purchase Agreement (Clean Vision Corp), Securities Purchase Agreement (Crown Electrokinetics Corp.), Securities Purchase Agreement (MusclePharm Corp)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.15 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 5 contracts

Samples: Securities Purchase Agreement (Canbiola, Inc.), Securities Purchase Agreement (Canbiola, Inc.), Securities Purchase Agreement (Canbiola, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.4 of this Agreement, (ii) the notice and/or filing with the Commission of the Prospectus Supplement, (iii) application(s) to each applicable Trading Market for the issuance and sale listing of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iiiiv) the filing of Form D with the Commission and such filings as are required to be made under applicable federal and state securities laws (collectively, the “Required Approvals”).

Appears in 5 contracts

Samples: Securities Purchase Agreement (Catasys, Inc.), Securities Purchase Agreement (Hythiam Inc), Securities Purchase Agreement (Hythiam Inc)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.2 of this Agreement, (ii) the notice and/or filing with the Commission of the Prospectus Supplement, (iii) application(s) to each applicable Trading Market for the issuance and sale listing of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iiiiv) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 4 contracts

Samples: Securities Purchase Agreement (EnteroMedics Inc), Securities Purchase Agreement (Spectrum Pharmaceuticals Inc), Securities Purchase Agreement (Repros Therapeutics Inc.)

Filings, Consents and Approvals. The Except as set forth in Schedule 3.1(e), the Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.4 of this Agreement, (ii) the notice and/or filing with the Commission of the Prospectus Supplement, (iii) application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares and Warrant Shares for trading thereon in the time and manner required thereby and thereby, (iiiiv) the filing of a Form D with the Commission and (v) such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 4 contracts

Samples: Securities Purchase Agreement (Eos Energy Enterprises, Inc.), Securities Purchase Agreement (Eos Energy Enterprises, Inc.), Securities Purchase Agreement (Eos Energy Enterprises, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of this Agreement and the Transaction Documentstransactions contemplated pursuant to the Prospectus Supplement, other than: (i) the filings required pursuant to Section 4.6filing with the Commission of the Prospectus Supplement, (ii) the notice and/or application(s) to each applicable the NYSE AMEX (the “Trading Market Market”) for the issuance and sale of the Securities and the listing of the Underlying Shares Securities for trading thereon in the time and manner required thereby and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 4 contracts

Samples: Placement Agency Agreement (Nevada Gold & Casinos Inc), Placement Agency Agreement (India Globalization Capital, Inc.), Placement Agency Agreement (India Globalization Capital, Inc.)

Filings, Consents and Approvals. The Except as set forth on Schedule 3.1(e), the Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required filing with the Commission pursuant to the Registration Rights Agreement and Section 4.6, (ii) the notice and/or application(s) to each applicable Trading Market Market, if any, for the issuance and sale of the Securities Offering Shares and the listing of the Underlying Offering Shares for trading thereon in the time and manner required thereby thereby, and (iii) the filing of a Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 4 contracts

Samples: Unit Purchase Agreement (Relmada Therapeutics, Inc.), Share Purchase Agreement (Relmada Therapeutics, Inc.), Unit Purchase Agreement (Relmada Therapeutics, Inc.)

Filings, Consents and Approvals. The Except as set forth on Schedule 3.1(e), the Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.6 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby thereby, and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 3 contracts

Samples: Securities Purchase Agreement (Vuzix Corp), Security Agreement (Blink Logic Inc.), Securities Purchase Agreement (Blink Logic Inc.)

Filings, Consents and Approvals. The Except as disclosed on Schedule 3.1(e), the Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.6 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 3 contracts

Samples: Securities Purchase Agreement (Liquid Media Group Ltd.), Securities Purchase Agreement (Bloomios, Inc.), Securities Purchase Agreement (Sysorex, Inc.)

Filings, Consents and Approvals. The Except as set forth on Schedule 3.1(e), the Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: than (i) the filings required pursuant to Section 4.6filing with the Commission of the Registration Statement and the declaration of its effectiveness by the Commission, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Warrant Shares for trading thereon in the time and manner required thereby thereby, and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 3 contracts

Samples: Securities Purchase Agreement (Infusion Brands International, Inc.), Securities Purchase Agreement (Omnireliant Holdings, Inc.), Securities Purchase Agreement (Omnireliant Holdings, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of this Agreement and the Transaction Documentstransactions contemplated hereby, other than: (i) the filings required pursuant to Section 4.6filing with the Commission of the Offering Statement and any Circular Supplement, (ii) the notice and/or application(s) to each applicable the NASDAQ Global Market or Capital Market (the “Trading Market Market”) for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 3 contracts

Samples: Joint Bookrunning Manager Agreement (Chicken Soup for the Soul Entertainment, Inc.), Joint Bookrunning Manager Agreement (Chicken Soup for the Soul Entertainment, Inc.), Joint Bookrunning Manager Agreement (Chicken Soup for the Soul Entertainment, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.5 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iiiiv) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 3 contracts

Samples: Securities Purchase Agreement (GeoVax Labs, Inc.), Securities Purchase Agreement (GeoVax Labs, Inc.), Securities Purchase Agreement (GeoVax Labs, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.6 of this Agreement, (ii) the filing with the Commission of the Prospectus Supplement and (iii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws thereby, a (collectively, the “Required Approvals”).

Appears in 2 contracts

Samples: Securities Purchase Agreement (Marathon Patent Group, Inc.), Securities Purchase Agreement (Marathon Patent Group, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.6, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby thereby, and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 2 contracts

Samples: Securities Purchase Agreement (Capital Growth Systems Inc /Fl/), VPP Securities Purchase Agreement (Capital Growth Systems Inc /Fl/)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.4 of this Agreement, (ii) the notice filing with the Commission of the Prospectus Supplement, and (iii) notices and/or application(s) to and approvals by each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares applicable Securities for trading thereon in the time and manner required thereby and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 2 contracts

Samples: Securities Purchase Agreement (Genprex, Inc.), Securities Purchase Agreement (Genprex, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: than (i) the filings required pursuant to Section 4.6filing with the Commission of the Registration Statement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities Preferred Stock and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the "Required Approvals").

Appears in 2 contracts

Samples: Securities Purchase Agreement (Knockout Holdings, Inc.), Securities Purchase Agreement (Knockout Holdings, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: than (i) the filings required pursuant to Section 4.6filing with the Commission of the Registration Statement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby thereby, and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 2 contracts

Samples: Securities Purchase Agreement (Omnireliant Holdings, Inc.), Securities Purchase Agreement (Omnireliant Holdings, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: than (i) the filings required pursuant to Section 4.64.4, (ii) the filing with the Commission of the Registration Statement, (iii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale listing of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and thereby, (iiiiv) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws and (v) the Authorized Share Approval (collectively, the “Required Approvals”).

Appears in 2 contracts

Samples: Securities Purchase Agreement (North American Technologies Group Inc /Tx/), Securities Purchase Agreement (North American Technologies Group Inc /Tx/)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.6 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities Notes and the listing of the Underlying Shares for trading thereon in the time and manner required thereby thereby, and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 2 contracts

Samples: Securities Purchase Agreement (Andalay Solar, Inc.), Securities Purchase Agreement (Westinghouse Solar, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.4 of this Agreement, (ii) the notice and/or filing with the Commission of the Prospectus Supplement, (iii) application(s) to each applicable Trading Market for the issuance and sale listing of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iiiiv) the filing of Form D with the Commission and such filings as are required to be made under applicable Bermuda and state securities laws (collectively, the “Required Approvals”).

Appears in 2 contracts

Samples: Securities Purchase Agreement (Xoma LTD /De/), Securities Purchase Agreement (Xoma LTD /De/)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: than (i) the filings required pursuant to Section 4.64.4 of this Agreement, (ii) the notice and/or filing with the Commission of the Registration Statement and any amendments or supplements thereto, (iii) application(s) to each applicable Trading Market for the issuance and sale listing of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby thereby, and (iiiiv) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the "Required Approvals").

Appears in 2 contracts

Samples: Securities Purchase Agreement (Easy Energy Inc), Securities Purchase Agreement (Easy Energy Inc)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings Current Report on Form 8-K filing required pursuant to Section 4.6by the Commission, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities Notes and the listing of the Underlying Conversion Shares for trading thereon in the time and manner required thereby thereby, and (iii) the filing of a Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 2 contracts

Samples: Note Purchase Agreement (Netcapital Inc.), Note Purchase Agreement (Netcapital Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person Person, including any Trading Market or any shareholder approval under the provisions of the Company’s principal Trading Market, in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.3 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby thereby, and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 2 contracts

Samples: Securities Purchase Agreement (My Size, Inc.), Securities Purchase Agreement (My Size, Inc.)

Filings, Consents and Approvals. The Except as set forth on Schedule 3.1(e), the Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.6, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares and Warrant Shares for trading thereon in the time and manner required thereby and (iiiii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 2 contracts

Samples: Form of Securities Purchase Agreement (Assured Pharmacy, Inc.), Form of Securities Purchase Agreement (Assured Pharmacy, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings and approval required pursuant to Section 4.64.4, (ii) the notice and/or filing with the Commission of the Prospectus Supplement, (iii) application(s) to each applicable Trading Market for the issuance and sale listing of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iiiiv) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 2 contracts

Samples: Securities Purchase Agreement (Rexahn Pharmaceuticals, Inc.), Securities Purchase Agreement (Rexahn Pharmaceuticals, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.6filing with the Commission of the Prospectus, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws and (iii) application(s) to each applicable Trading Market for the listing of the Closing Shares, and the Option Shares, if applicable, for trading thereon in the time and manner required thereby (collectively, the “Required Approvals”).

Appears in 2 contracts

Samples: Underwriting Agreement (Blue Star Foods Corp.), Underwriting Agreement (Blue Star Foods Corp.)

Filings, Consents and Approvals. The Except as set forth on Schedule 3.1(d), the Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required filing with the Commission pursuant to the Registration Rights Agreement and Section 4.6, (ii) the notice and/or application(s) to each the applicable Trading Market Market, if any, for the issuance and sale of the Securities Offering Shares and the listing of the Underlying Offering Shares for trading thereon in the time and manner required thereby thereby, and (iii) the filing of a Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 2 contracts

Samples: Unit Purchase Agreement (Guerrilla RF, Inc.), Unit Purchase Agreement (Hoth Therapeutics, Inc.)

Filings, Consents and Approvals. The Except as set forth on Schedule 3.1(e), the Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.4 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and thereby, (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws and (collectivelyiv) the consent of the necessary holders of the Series C-1, Series C-2 and Series E Convertible Preferred Stock of the Company (each of (i) thorough (iv) are the “Required Approvals”).

Appears in 2 contracts

Samples: Securities Purchase Agreement (Theralink Technologies, Inc.), Securities Purchase Agreement (Theralink Technologies, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.4 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 2 contracts

Samples: Securities Purchase Agreement, Securities Purchase Agreement (Ds Healthcare Group, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: than (i) the filings required pursuant to Section 4.64.4 of this Agreement, (ii) the notice and/or filing with the Commission of the Registration Statement, (iii) application(s) ), if any, to each applicable Trading Market for the issuance and sale listing of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby thereby, and (iiiiv) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the Required ApprovalsApprovals ”).

Appears in 2 contracts

Samples: Securities Purchase Agreement (New Energy Technologies, Inc.), Securities Purchase Agreement (New Energy Technologies, Inc.)

Filings, Consents and Approvals. The Neither the Company nor any of its subsidiaries is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.6filing with the Commission of the Prospectus, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws and (iii) application(s) to each applicable Trading Market for the listing of the Shares and Warrants for trading thereon in the time and manner required thereby (collectively, the “Required Approvals”).

Appears in 2 contracts

Samples: Underwriting Agreement (Innovation Beverage Group LTD), Underwriting Agreement (Innovation Beverage Group LTD)

Filings, Consents and Approvals. The Other than as set forth on Schedule 3.1(e), the Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.3 of this Agreement, (ii) the notice and/or filing with the Commission of the Prospectus Supplement, (iii) application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iiiiv) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 2 contracts

Samples: Securities Purchase Agreement (Jaguar Health, Inc.), Form of Securities Purchase Agreement (Jaguar Health, Inc.)

Filings, Consents and Approvals. The Except as disclosed on Schedule 3.1(e),the Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.6 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares Common Stock for trading thereon in the time and manner required thereby and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 2 contracts

Samples: Securities Purchase Agreement (GreenBox POS), Securities Purchase Agreement (Taronis Fuels, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.63.3 of this Agreement, (ii) those filings or consents that have already been made or obtained prior to the notice and/or date of this Agreement, (iii) application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares Common Stock for trading thereon in the time and manner required thereby and (iiiiv) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 2 contracts

Samples: Secured Convertible Bridge Note (Dataram Corp), Secured Convertible Bridge Note (Dataram Corp)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: than (i) the filings required pursuant to Section 4.6, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby thereby, and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 2 contracts

Samples: Securities Purchase Agreement (Statmon Technologies Corp), Securities Purchase Agreement (Command Center, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: than (i) the filings required pursuant to Section 4.64.4 of this Agreement, (ii) the notice and/or filing with the Commission of the Registration Statement, (iii) application(s) ), if any, to each applicable Trading Market for the issuance and sale listing of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby thereby, and (iiiiv) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 2 contracts

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

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.6filing with the Commission of the Prospectus or any Prospectus Supplement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws and the rules and regulations of FINRA, and (iii) application(s) to each applicable Trading Market for the listing of the Shares and Warrants for trading thereon in the time and manner required thereby (collectively, the “Required Approvals”).

Appears in 2 contracts

Samples: Underwriting Agreement (Arch Therapeutics, Inc.), Underwriting Agreement (BT Brands, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) consents, authorizations, orders, filings or registrations as specifically contemplated under the Transaction Documents, (ii) the filings required pursuant to Section 4.63.5 of this Agreement, blue sky filings or a Form D filing, (iiiii) the notice and/or application(sfilings as may be required under the Securities Act and any applicable state securities laws, or (iv) application to each any applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares Offered Securities, following registration of such shares under the Securities Act, for trading thereon in the time and manner required thereby and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (CooTek(Cayman)Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.4 of this Agreement, (ii) the notice and/or filing with the Commission of the Prospectus Supplement, (iii) application(s) to each applicable Trading Market for the issuance and sale listing of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iiiiv) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws and/or the rules of the Financial Industry Regulatory Authority, Inc. (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (TMC the Metals Co Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.3 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities Shares and the listing of the Underlying Shares for trading thereon in the time and manner required thereby thereby, and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (Nauticus Robotics, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.6 of this Agreement, (ii) the notice and/or application(s) ), if any, to each applicable Trading Market for the issuance and sale of the Securities and the listing or qualification of the Underlying Conversion Shares for trading or quotation thereon in the time and manner required thereby and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (Loreto Resources Corp.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.5 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and thereby, (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws laws, and (iv) certain stockholder approvals as contemplated by Section 4.18 of this Agreement (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Convertible Note Purchase Agreement (AMERICAN POWER GROUP Corp)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.4 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Conversion Shares and for trading thereon in the time and manner required thereby and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (Transdel Pharmaceuticals Inc)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.4 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares Securities for trading thereon in the time and manner required thereby and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (Cleveland Biolabs Inc)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.6 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws laws, (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (DarioHealth Corp.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.14 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Conversion Shares for trading thereon in the time and manner required thereby and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the "Required Approvals").

Appears in 1 contract

Samples: Securities Purchase Agreement (Premier Biomedical Inc)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: than (i) the filings required pursuant to Section 4.64.6 of this Agreement, (ii) the notice and/or filing with the Commission of the Registration Statement, (iii) application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby thereby, and (iiiiv) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (Sweetskinz Holdings Inc)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required filing with the Commission pursuant to Section 4.6the Registration Rights Agreement, (ii) the notice and/or application(s) ), if any, to each applicable Trading Market for the issuance and sale of the Securities and the listing or qualification of the Underlying Conversion Shares for trading or quotation thereon in the time and manner required thereby and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (Mojo Organics, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.6Sections 2.3(b)(iv) and 4.3 of this Agreement, (ii) the notice and/or filing with the Commission of the Prospectus Supplement, (iii) application(s) to each applicable Trading Market for the issuance and sale listing of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iiiiv) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (Black Hawk Exploration)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.3 of this Agreement, (ii) the notice and/or filing with the Commission of the Prospectus Supplement, (iii) application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying [Shares for trading thereon in the time and manner required thereby and (iiiiv) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (Copytele Inc)

Filings, Consents and Approvals. The Except as set forth on Schedule 3.1(e), the Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.4 of this Agreement, (ii) the notice and/or filing with the Commission of the Prospectus Supplement, (iii) application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby thereby, and (iiiiv) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws or the rules of the Financial Industry Regulatory Authority, Inc. (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (CYREN Ltd.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.4 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities Shares and the listing of the Underlying Shares for trading thereon in the time and manner required thereby thereby, and (iii) the filing of Form D if required with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Share Purchase Agreement (Neonode Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.5, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Warrant Shares for trading thereon in the time and manner required thereby and (iii) the filing of a Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Filings and Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (H-Cyte, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: than (i) the filings required pursuant to Section 4.6, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby thereby, and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the "Required Approvals").

Appears in 1 contract

Samples: Securities Purchase Agreement (Cdex Inc)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.4 of this Agreement, (ii) the any applicable notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying ADSs, Pre-Funded Warrant Shares and Tranche Warrant Shares for trading thereon in the time and manner required thereby thereby, and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Unit Purchase Agreement (ASLAN Pharmaceuticals LTD)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.6 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Warrant Shares for trading thereon in the time and manner required thereby thereby, and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the "Required Approvals").

Appears in 1 contract

Samples: Securities Purchase Agreement (Fresh Healthy Vending International, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.6 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities Shares and the listing of the Underlying Conversion Shares for trading thereon in the time and manner required thereby thereby, and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Exchange Agreement (Edible Garden AG Inc)

Filings, Consents and Approvals. The Except as set forth on Schedule 3.1(e), the Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.4 of this Agreement, (ii) the notice and/or filing with the Commission of the Prospectus Supplement, (iii) application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iii) the filing of Form D with the Commission thereby, and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (Bio-Path Holdings Inc)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of this Agreement and the Transaction Documentstransactions contemplated by the Prospectus Supplement, other than: (i) the filings required pursuant to Section 4.6filing with the Commission of the Prospectus Supplement, (ii) the notice and/or notification(s) or application(s) to each applicable the Nasdaq Capital Market (the “Trading Market Market”) for the issuance and sale of the Securities and the listing of the Underlying Shares Securities for trading thereon in the time and manner required thereby and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Placement Agency Agreement (Ekso Bionics Holdings, Inc.)

AutoNDA by SimpleDocs

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, provincial, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.6filing with the SEC of the Prospectus Supplement, (ii) the notice and/or application(s) applications or notifications to each applicable Trading Market (including the approval with the TSX Venture Exchange) for the issuance and sale of the Securities and the listing of the Underlying Shares Securities for trading thereon in the time and manner required thereby thereby, and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the "Required Approvals").

Appears in 1 contract

Samples: GREENPOWER MOTOR Co INC.

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: than (i) approval of the Company’s Board of Directors, (ii) filings required pursuant to Section 4.6Sections 6.11 or 6.12 of this Agreement, (iiiii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale listing of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby thereby, and (iiiiv) the filing of Form D with the Commission SEC and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Convertible Note Purchase Agreement (Quantum Fuel Systems Technologies Worldwide Inc)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.4 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities Shares and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (Imprimis Pharmaceuticals, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.6 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Conversion Shares for trading thereon in the time and manner required thereby and thereby, (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws laws, and (iv) the Shareholder Approval (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (Mer Telemanagement Solutions LTD)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.4 of this Agreement, (ii) the notice and/or filing with the Commission of the Prospectus Supplement, (iii) application(s) to each applicable Trading Market for the issuance and sale listing of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iiiiv) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws and FINRA (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (Biosante Pharmaceuticals Inc)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other provincial or foreign or domestic federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.6 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby thereby, all of which shall have been effectuated prior to the Closing, and (iii) the filing of a Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (Friendable, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.6 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares Securities for trading thereon in the time and manner required thereby thereby, and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

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

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: than (i) the filings required pursuant to Section 4.64.4 of this Agreement, (ii) the notice and/or filing with the Commission of the Registration Statement, (iii) application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby thereby, and (iiiiv) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (Petro Resources Corp)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: than (i) the filings required pursuant to Section 4.6filing with the Commission of the Registration Statement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (Cyberdefender Corp)

Filings, Consents and Approvals. The Except as set forth on Schedule 3.1(e), the Company is not required under applicable law to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: than (i) the filings required pursuant to Section 4.6by applicable law, (ii) the filing with the Commission of the Registration Statement, (iii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iiiiv) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (Nitches Inc)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: than (i) the filings required pursuant to Section 4.64.4, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby thereby, and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws laws, (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (International Stem Cell CORP)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.5 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and thereby, (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws laws, and (iv) certain stockholder approvals as contemplated by Section 4.16 of this Agreement (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (AMERICAN POWER GROUP Corp)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: than (i) the filings required pursuant to Section 4.64.5 of this Agreement or consents listed on Schedule 3.1(d), (ii) the notice and/or application(s) ), if applicable, to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Warrant Shares for trading thereon in the time and manner required thereby thereby, and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (Access Integrated Technologies, Inc. D/B/a Cinedigm Digital Cinema Corp.)

Filings, Consents and Approvals. The Except as set forth in Schedule 3.1(d), the Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.3 of this Agreement, (ii) the notice and/or filing with the Commission of the Prospectus Supplement, (iii) application(s) to each applicable the Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iiiiv) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (ReTo Eco-Solutions, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.6 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby thereby, (iii) Authorized Share Approval and (iiiiv) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (theMaven, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority Governmental Authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.4 of this Agreement, (ii) the notice and/or filing with the Commission of the Prospectus Supplement, (iii) application(s) to each applicable Trading Market for the issuance and sale listing of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby thereby, and (iiiiv) the filing of Form D with the Commission and such other filings as are required to be made under applicable federal and state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (Nutex Health, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.2 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby thereby, and (iiiiv) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (Rodman & Renshaw Capital Group, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.6, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares Securities for trading thereon in the time and manner required thereby and (iii) the filing of a Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Filings and Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (Medovex Corp.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction DocumentsAgreement, other than: (i) the filings required pursuant to Section 4.6this Agreement, , (ii) the notice and/or application(s) ), to the extent applicable, to each applicable Trading Market for the issuance and sale of the Securities Shares and the listing of the Underlying Shares for trading thereon in the time and manner required thereby thereby, and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (Quantum Computing Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.6, 4.6 of this Agreement; (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Conversion Shares for trading thereon in the time and manner required thereby thereby; and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (Petroterra Corp.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.4 of this Agreement, (ii) the notice and/or filing with the Commission of one or more Prospectus Supplements, (iii) application(s) ), if any, to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iiiiv) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (Westinghouse Solar, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, provincial, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.6filing with the Commission of the Prospectus, (ii) the notice and/or registration of the Securities under the Securities Act, (iii) application(s) to each applicable Trading Market for the issuance and sale listing of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby thereby, and (iiiiv) the filing of Form D with the Commission and such filings as are required to be made under applicable federal, state and provincial securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Underwriting Agreement (Locafy LTD)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction DocumentsAgreement, other than: (i) the filings required pursuant to Section 4.6this Agreement, , (ii) the notice and/or application(s) ), to the extent applicable, to each applicable Trading Market trading market for the issuance and sale of the Securities Shares and the listing of the Underlying Shares for trading thereon in the time and manner required thereby thereby, and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws laws, if applicable (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Subscription Agreement (Quantum Computing Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.6, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale listing of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby thereby, (ii) approval of the Board of Directors of the terms and conditions of this Agreement and the transactions contemplated herein; and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (EpicQuest Education Group International LTD)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.5 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby thereby, and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (Novelos Therapeutics, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.3 of this Agreement, and (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (Credit One Financial Inc)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: than (i) the filings required pursuant to Section 4.6filing with the Commission of one or more Registration Statements in accordance with the requirements Registration Rights Agreement, (ii) the notice and/or application(s) to each applicable Trading the Nasdaq National Market for the issuance and sale of the Securities and the listing of the Underlying Shares and Warrant Shares for trading thereon in the time and manner required thereby and thereby, (iii) the filing of a Form D with the Commission Commission, and such (iv) any notice filings as are required to be made under applicable blue sky or state securities laws (collectively, the “Required Approvals”)laws.

Appears in 1 contract

Samples: Securities Purchase Agreement (Zix Corp)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.4 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities Shares and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”), which in the case of clause (ii) have been made.

Appears in 1 contract

Samples: Securities Purchase Agreement (Cocrystal Pharma, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.5, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Warrant Shares for trading thereon in the time and manner required thereby and (iii) the filing of a Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the "Required Filings and Approvals").

Appears in 1 contract

Samples: Securities Purchase Agreement (FWHC Holdings, LLC)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.65.5, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Common Shares for trading thereon in the time and manner required thereby and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (ESP Resources, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of this Agreement and the Transaction Documentstransactions contemplated hereby, other than: (i) the filings required pursuant to Section 4.6filing with the Commission of the Resale Registration Statement, (ii) filings in connection with the notice and/or application(s) Company’s application to each applicable the Proposed Trading Market for the issuance and sale listing of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and thereby, (iii) the filing of Form D filings in connection with the Commission Reverse Split, and (iv) such filings as are required to be made under applicable federal and state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Placement Agent Agreement (Audioeye Inc)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.6 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and thereby, (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws and (iv) Stockholder Approval (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (DarioHealth Corp.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.4 of this Agreement, (ii) the any applicable notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying shares of Common Stock, Pre-Funded Warrant Shares and Tranche Warrant Shares for trading thereon in the time and manner required thereby thereby, and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Unit Purchase Agreement (CytomX Therapeutics, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.63.03 of this Agreement, (ii) the notice and/or filing with the Commission of the Prospectus Supplement, (iii) application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iiiiv) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

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

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, provincial, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documentsthis Agreement, other than: (i) the filings required pursuant to Section 4.64.2 of this Agreement, (ii) the notice and/or application(sfiling with the Commission of the Prospectus Supplement, (iii) applications to each applicable Trading Market for the issuance and sale of the Securities and approval for the listing of the Underlying Purchased Shares for trading thereon in the time and manner required thereby thereby, and (iiiiv) the filing of Form D with the Commission and such filings as are required to be made under applicable state or provincial securities laws (collectively, the "Required Approvals").

Appears in 1 contract

Samples: Securities Purchase Agreement (Trillium Therapeutics Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.4 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying shares of Common Stock issuable upon the conversion of the Shares and the Warrant Shares for trading thereon in the time and manner required thereby and thereby, (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws laws, and (iv) the Stockholder Approval (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (Mangoceuticals, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of this Agreement and the Transaction Documentstransactions contemplated by the Base Prospectus, other than: (i) the filings required pursuant to Section 4.6filing with the Commission of the Final Prospectus, (ii) the notice and/or application(s) to each applicable The Nasdaq Capital Market (the “Trading Market Market”) for the issuance and sale of the Securities and the listing of the Underlying Shares for trading thereon in the time and manner required thereby and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Placement Agency Agreement (Invivo Therapeutics Holdings Corp.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority Governmental Authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.6 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities and the listing of the Underlying Conversion Shares for trading thereon in the time and manner required thereby thereby, (iii) the Stockholder Approval, and (iiiiv) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (Intercloud Systems, Inc.)

Filings, Consents and Approvals. The Company is not required to obtain any consent, waiver, authorization or order of, give any notice to, or make any filing or registration with, any court or other federal, state, local or other governmental authority or other Person in connection with the execution, delivery and performance by the Company of the Transaction Documents, other than: (i) the filings required pursuant to Section 4.64.5 of this Agreement, (ii) the notice and/or application(s) to each applicable Trading Market for the issuance and sale of the Securities Notes and the listing of the Underlying Shares for trading thereon in the time and manner required thereby thereby, and (iii) the filing of Form D with the Commission and such filings as are required to be made under applicable state securities laws (collectively, the “Required Approvals”).

Appears in 1 contract

Samples: Securities Purchase Agreement (Vuzix Corp)

Time is Money Join Law Insider Premium to draft better contracts faster.