Common use of Absence of Litigation Clause in Contracts

Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company or any of its Subsidiaries, or their officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 551 contracts

Samples: Securities Purchase Agreement (Madison Technologies Inc.), Securities Purchase Agreement (SinglePoint Inc.), Securities Purchase Agreement (Propanc Biopharma, Inc.)

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Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company Company, the Common Stock or any of its Subsidiariesthe Company’s subsidiaries, wherein an unfavorable decision, ruling or their officers or directors in their capacity as such, that could finding would have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 33 contracts

Samples: Committed Equity Facility Agreement, Standby Equity Distribution Agreement, Note Purchase Agreement (Omagine, Inc.)

Absence of Litigation. Except as set forth disclosed to the Buyer or in the SEC DocumentsCompany’s filings with the SEC, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiariessubsidiaries, threatened against or affecting the Company or any of its Subsidiariessubsidiaries, or their officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 18 contracts

Samples: Securities Purchase Agreement (Propanc Biopharma, Inc.), Securities Purchase Agreement (Propanc Biopharma, Inc.), Securities Purchase Agreement (Propanc Biopharma, Inc.)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company Company, the Common Stock or any of the Company’s or its Subsidiaries, or their officers or directors in their capacity capacities as such, that which could reasonably be expected to have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 16 contracts

Samples: Purchase Agreement (Workhorse Group Inc.), Purchase Agreement (Enveric Biosciences, Inc.), Purchase Agreement (Enveric Biosciences, Inc.)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization board or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against the Company, wherein an unfavorable decision, ruling or affecting the Company or any of its Subsidiaries, or their officers or directors in their capacity as such, that could finding would have a Material Adverse Effect. The Effect or which would adversely affect the validity or enforceability of, or the authority or ability of the Company and to perform its Subsidiaries are unaware of any facts obligations under, this Agreement or circumstances which might give rise to any of the foregoingdocuments contemplated herein.

Appears in 13 contracts

Samples: Securities Purchase Agreement (Galaxy Nutritional Foods Co), Securities Purchase Agreement (Galaxy Nutritional Foods Inc), Securities Purchase Agreement (Galaxy Nutritional Foods Co)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company or any of its Subsidiaries, or their officers or directors acting as such that could, individually or in their capacity as suchthe aggregate, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 11 contracts

Samples: Securities Purchase Agreement (Isonics Corp), Securities Purchase Agreement (Cypress Bioscience Inc), Securities Purchase Agreement (Sonus Pharmaceuticals Inc)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company Company, the Common Shares or any of its the Company’s Subsidiaries, wherein an unfavorable decision, ruling or their officers or directors in their capacity as such, that could finding would have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 11 contracts

Samples: Equity Purchase Facility Agreement (New Era Helium Inc.), Prepaid Advance Agreement (Canoo Inc.), Pre Paid Advance Agreement (Canoo Inc.)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company Company, or any of its Subsidiaries, or any of their directors or officers or directors in their capacity capacities as such, that could such which would have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 10 contracts

Samples: Securities Purchase Agreement (Caminosoft Corp), Securities Purchase Agreement (Simtek Corp), Securities Purchase Agreement (Bam Entertainment Inc)

Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company Company, the Company's common stock, the Common Shares or any of its the Company's Subsidiaries or any of the Company's or the Company's Subsidiaries, or their ' officers or directors in their capacity capacities as such, such that could would have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 10 contracts

Samples: Securities Purchase Agreement (Pacifichealth Laboratories Inc), Securities Purchase Agreement (Pacifichealth Laboratories Inc), Securities Purchase Agreement (Generex Biotechnology Corp)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company Company, the Common Stock or any of the Company’s or its Subsidiaries, or their officers or directors in their capacity capacities as such, that which could reasonably be expected to have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 10 contracts

Samples: Purchase Agreement (Berkshire Grey, Inc.), Purchase Agreement (Plus Therapeutics, Inc.), Purchase Agreement (Elite Pharmaceuticals Inc /Nv/)

Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company Company, the Ordinary Shares or any of its Subsidiariesthe Company’s subsidiaries, wherein an unfavorable decision, ruling or their officers or directors in their capacity as such, that could finding would have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 10 contracts

Samples: Standby Equity Distribution Agreement (Bos Better Online Solutions LTD), Standby Equity Distribution Agreement (Bos Better Online Solutions LTD), Note Purchase Agreement (Bos Better Online Solutions LTD)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company Company, the Common Stock or any of the Company's or its Subsidiaries, or their ' officers or directors in their capacity capacities as such, that which could reasonably be expected to have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 9 contracts

Samples: Purchase Agreement (Westwater Resources, Inc.), Purchase Agreement (Lightning eMotors, Inc.), Purchase Agreement (Plus Therapeutics, Inc.)

Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company Company, the Common Stock or any of the Company’s or its Subsidiaries, or their officers or directors in their capacity capacities as such, that which could reasonably be expected to have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 7 contracts

Samples: Strata Purchase Agreement (iCoreConnect Inc.), Strata Purchase Agreement (Clean Vision Corp), Strata Purchase Agreement (Clean Vision Corp)

Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory self‐regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company or any of its Subsidiaries, or their officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Good Hemp, Inc.), Securities Purchase Agreement (American Battery Metals Corp), Securities Purchase Agreement (Good Hemp, Inc.)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company Company, or any of its Subsidiariessubsidiaries, or any of their directors or officers or directors in their capacity capacities as such, that could such which would have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Interactive Television Networks), Securities Purchase Agreement (Futuremedia PLC), Securities Purchase Agreement (Tidelands Oil & Gas Corp/Wa)

Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company Company, the Company's common stock, the Common Shares or any of its the Company's Subsidiaries or any of the Company's or the Company's Subsidiaries, or their ' officers or directors in their capacity capacities as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 5 contracts

Samples: Securities Purchase Agreement (E-Net Financial Com Corp), Securities Purchase Agreement (Starbase Corp), Securities Purchase Agreement (North American Datacom Inc)

Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by the SEC, FINRA, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company Company, the Common Stock or any of its Subsidiaries, Subsidiaries or their officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoingCompany's or the Company's Subsidiaries' officers or directors, whether of a civil or criminal nature or otherwise.

Appears in 5 contracts

Samples: Securities Purchase Agreement (China Shuangji Cement Ltd.), Securities Purchase Agreement (China Shuangji Cement Ltd.), Securities Purchase Agreement (Biostar Pharmaceuticals, Inc.)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company Company, the Common Stock or any of its Subsidiariesthe Company's subsidiaries, wherein an unfavorable decision, ruling or their officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.finding would

Appears in 4 contracts

Samples: Securities Purchase Agreement (Limelight Media Group Inc), Securities Purchase Agreement (Cyco Net Inc), Securities Purchase Agreement (Daleco Resources Corp)

Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company Company, the Common Shares or any of its Subsidiariesthe Company’s Subsidiary, wherein an unfavorable decision, ruling or their officers or directors in their capacity as such, that could finding would have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 4 contracts

Samples: Standby Equity Distribution Agreement (Ideanomics, Inc.), Standby Equity Distribution Agreement (Ideanomics, Inc.), Standby Equity Distribution Agreement (Ideanomics, Inc.)

Absence of Litigation. Except as set forth disclosed in the SEC Documentsdocuments, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company or any of its Subsidiaries, the Common Stock or their any of the Company’s or its Subsidiaries’ officers or directors in their capacity capacities as such, that could which would reasonably be expected to have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 4 contracts

Samples: Purchase Agreement (Enochian Biosciences Inc), Purchase Agreement (Nutex Health, Inc.), Purchase Agreement (HyreCar Inc.)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company Company, or any of its Subsidiaries, or any of their directors or officers or directors in their capacity capacities as such, that such which could reasonably be expected to have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 4 contracts

Samples: Common Stock Purchase Agreement (Pricesmart Inc), Warrant Purchase Agreement (Pricesmart Inc), Assignment and License Agreement (Neurocrine Biosciences Inc)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceedingproceeding or, to the knowledge of the Company and its Subsidiaries, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company or any of its Subsidiaries, or their officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Superconductor Technologies Inc), Securities Purchase Agreement (Superconductor Technologies Inc), Securities Purchase Agreement (Hillman Co)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company Company, the Ordinary Shares or any of its the Company’s Subsidiaries, wherein an unfavorable decision, ruling or their officers or directors in their capacity as such, that could finding would have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 4 contracts

Samples: Standby Equity Purchase Agreement (Taoping Inc.), Standby Equity Purchase Agreement (Taoping Inc.), Equity Purchase Agreement (Hub Cyber Security Ltd.)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company or any Subsidiary or any of the Company’s or its Subsidiaries, or their officers or directors in their capacity capacities as such, that could have which would, if there were an unfavorable decision, reasonably be expected to result in a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 4 contracts

Samples: Purchase Agreement (Us Geothermal Inc), Purchase Agreement (Us Geothermal Inc), Purchase Agreement (Enova Systems Inc)

Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company or any of its Subsidiaries, or their officers or directors in their capacity as such, that could reasonably be expected to have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which that might give rise to any of the foregoing.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Greenway Technologies Inc), Securities Purchase Agreement (Greenway Technologies Inc), Securities Purchase Agreement (Greenway Technologies Inc)

Absence of Litigation. Except as set forth in the reports, schedules, forms, statements and other documents required to be filed by the Company with the SEC Documentspursuant to the reporting requirements of the 1934 Act, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company, the Common Stock, any securities of the Company or any of its Subsidiaries, or their the Company’s officers or directors in their capacity capacities as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 3 contracts

Samples: Exchange Agreement (Delcath Systems, Inc.), Restructuring Agreement (Delcath Systems, Inc.), Exchange Agreement (Delcath Systems, Inc.)

Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company Company, the Ordinary Shares or any of its Subsidiariesthe Company’s Subsidiary, wherein an unfavorable decision, ruling or their officers or directors in their capacity as such, that could finding would have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 3 contracts

Samples: Standby Equity Distribution Agreement (The9 LTD), Standby Equity Distribution Agreement (CooTek(Cayman)Inc.), Standby Equity Distribution Agreement (PV Nano Cell, Ltd.)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending orbody, (i) to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company or any of its Subsidiaries, or their officers or directors acting as such that could, individually or in their capacity as suchthe aggregate, that could have a Material Adverse Effect. The , or (ii) pending against or affecting the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoingits officers or directors acting as such.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Sonus Pharmaceuticals Inc), Securities Purchase Agreement (Sonus Pharmaceuticals Inc), Securities Purchase Agreement (Schering Berlin Venture Corp)

Absence of Litigation. Except as set forth in the SEC Documentsdocuments, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company or any of its Subsidiaries, or their officers or directors in their capacity as such, that could have a Material Adverse Effect. . The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 3 contracts

Samples: Securities Purchase Agreement (American Battery Metals Corp), Securities Purchase Agreement (American Battery Metals Corp), Securities Purchase Agreement (American Battery Metals Corp)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there --------------------- is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company Company, or any of its Subsidiaries, their directors or their officers or directors in their capacity capacities as suchsuch which would have, that could have individually or in the aggregate, a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Biosource International Inc), Securities Purchase Agreement (Biosource International Inc), Securities Purchase Agreement (Genstar Capital LLC)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company or any of its Subsidiaries, which if determined adversely to the Company or their officers any of its Subsidiaries would, or directors in their capacity as suchwould reasonably be expected to, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 3 contracts

Samples: Securities Purchase Agreement (TXCO Resources Inc), Securities Purchase Agreement (TXCO Resources Inc), Securities Purchase Agreement (TXCO Resources Inc)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company Company, the Common Stock or any of its Subsidiariesthe Company’s subsidiaries, wherein an unfavorable decision, ruling or their officers or directors in their capacity as such, that could finding would have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Cedar Shopping Centers Inc), Securities Purchase Agreement (Cedar Shopping Centers Inc), Securities Purchase Agreement (Neomedia Technologies Inc)

Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiariessubsidiaries, threatened against or affecting the Company or any of its Subsidiariessubsidiaries, or their officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Pura Naturals, Inc.), Securities Purchase Agreement (Chanticleer Holdings, Inc.), Subscription Agreement (Chanticleer Holdings, Inc.)

Absence of Litigation. Except as set forth disclosed in the SEC DocumentsDocument, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agencyagency or, self-regulatory organization or body pending oragainst or affecting the Company, to the knowledge of the Company or any of its Subsidiariessubsidiaries, threatened against or affecting the Company or any of its Subsidiaries, their directors or their officers or directors in their capacity capacities as such, that could which would have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 2 contracts

Samples: Convertible Note Purchase Agreement (Genta Incorporated /De/), Securities Purchase Agreement (Genta Incorporated /De/)

Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company or any of its Subsidiaries, or their officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances circumstances, which might give rise to any of the foregoing.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Friendable, Inc.), Securities Purchase Agreement (HealthLynked Corp)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company Company, threatened against the Company, the Common Stock or any of its Subsidiaries, threatened against or affecting the Company or any of its Subsidiaries, or their Company’s officers or directors in their capacity capacities as such, that could which would reasonably be expected to have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 2 contracts

Samples: Purchase Agreement (Biodesix Inc), Purchase Agreement (X4 Pharmaceuticals, Inc)

Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company Company, the Securities or any of its Subsidiaries, Subsidiaries or their officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoingCompany’s or the Company’s Subsidiary’s officers or directors, whether of a civil or criminal nature or otherwise.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Smart Video Technologies Inc), Securities Purchase Agreement (Smart Video Technologies Inc)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company Company, the Common Stock or any of the Company’s or its Subsidiaries, or their officers or directors in their capacity capacities as such, that could which would reasonably be expected to have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 2 contracts

Samples: Purchase Agreement (Veru Inc.), Purchase Agreement (Zynerba Pharmaceuticals, Inc.)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company Company, the Common Shares or any of its Subsidiariesthe Subsidiaries that is required to be disclosed therein, wherein an unfavorable decision, ruling or their officers or directors in their capacity as such, that could finding would have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 2 contracts

Samples: Pre Paid Advance Agreement (Lightning eMotors, Inc.), Pre Paid Advance Agreement (Nutex Health, Inc.)

Absence of Litigation. Except as set forth described in the SEC DocumentsReports, there is no action, suit, claim, proceedinginquiry, inquiry notice of violation, proceeding or investigation before or by any court, public board, government governmental or administrative agency, self-regulatory organization or body now pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened threatened, against or affecting the Company or any of its Subsidiaries, or their officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoingsubsidiaries.

Appears in 2 contracts

Samples: Subscription Agreement (Tapimmune Inc), Subscription Agreement (Tapimmune Inc)

Absence of Litigation. Except as set forth in the SEC DocumentsReports, there is no action, suit, claim, proceeding, inquiry or investigation before or by Nasdaq, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company, any of its subsidiaries, Company Common Stock or any of Company’s or any of its Subsidiaries, or their subsidiaries’ officers or directors directors, whether of a civil or criminal nature or otherwise, in their capacity capacities as suchsuch (collectively, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing“Litigation Matters”).

Appears in 2 contracts

Samples: Common Stock Purchase Agreement (Liquidia Corp), Common Stock Purchase Agreement (Liquidia Corp)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company Company, the Common Stock or any of the Company’s or its Subsidiaries, or their officers or directors in their capacity capacities as such, that could which would reasonably be expected to have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 2 contracts

Samples: Purchase Agreement (Polarityte, Inc.), Purchase Agreement (Genocea Biosciences, Inc.)

Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company or any of its Subsidiaries, or their officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Loop Media, Inc.), Securities Purchase Agreement (Loop Media, Inc.)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no actionAction, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesBuyer, threatened against or affecting Buyer, the Company Common Shares or any of its Subsidiaries, or their Buyer’s officers or directors in their capacity capacities as such, that which could reasonably be expected to have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 2 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (General Cannabis Corp)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company Company, the Ordinary Shares, or any of the Company’s or its Subsidiaries, or their officers or directors in their capacity capacities as such, that which could reasonably be expected to have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 2 contracts

Samples: Purchase Agreement (Evaxion Biotech a/S), Purchase Agreement (Freeline Therapeutics Holdings PLC)

Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company Company, any Subsidiary or any of its Subsidiaries, the Company's or their any Subsidiary's officers or directors in their capacity capacities as such, such that could would have a Material Adverse Effect. The Company and its Subsidiaries are unaware Effect and, to the knowledge of any facts or circumstances which might give rise to the Company, there is no reasonable basis for any of the foregoing.

Appears in 2 contracts

Samples: Preferred Stock and Warrant Purchase Agreement (Medicalogic/Medscape Inc), Preferred Stock and Warrant Purchase Agreement (Soros Fund Management LLC)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company Company, the Common Stock or any of its the Company’s Subsidiaries, wherein an unfavorable decision, ruling or their officers or directors in their capacity as such, that could finding would have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 2 contracts

Samples: Equity Purchase Agreement (Vsee Health, Inc.), Equity Purchase Agreement (Digital Health Acquisition Corp.)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company Company, any of its officers or directors acting as such, or any of its Subsidiariessubsidiaries that could, individually or their officers or directors in their capacity as suchthe aggregate, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Icop Digital, Inc), Securities Purchase Agreement (Faro Technologies Inc)

Absence of Litigation. Except Other than as set forth reported in the SEC DocumentsFilings, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened in writing against or affecting the Company or any of its Subsidiaries, or their officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoingCompany.

Appears in 2 contracts

Samples: Shareholder Agreement (Cross Border Resources, Inc.), Shareholder Agreement (Red Mountain Resources, Inc.)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company or any of its Subsidiaries, the Common Stock or their any of the Company’s or its Subsidiaries’ officers or directors in their capacity capacities as such, that could which would reasonably be expected to have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 2 contracts

Samples: Purchase Agreement (Ashford Hospitality Trust Inc), Purchase Agreement (Ashford Hospitality Trust Inc)

Absence of Litigation. Except as set forth disclosed in the SEC DocumentsDocuments filed prior to the date hereof, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiariessubsidiaries, threatened against or affecting the Company Company, any of its subsidiaries, or any of its Subsidiaries, their respective directors or their officers or directors in their capacity capacities as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Network Imaging Corp), Securities Purchase Agreement (Network Imaging Corp)

Absence of Litigation. Except as set forth disclosed in the SEC DocumentsDocuments filed prior to the date hereof, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company Company, the Common Stock or any of the Company’s or its Subsidiaries, or their officers or directors in their capacity capacities as such, that which could reasonably be expected to have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 2 contracts

Samples: Purchase Agreement (Indaptus Therapeutics, Inc.), Purchase Agreement (Marker Therapeutics, Inc.)

Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company Company, the Common Stock, the Exchange Note or any of its Subsidiaries, or their the Company’s officers or directors in their capacity capacities as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 2 contracts

Samples: Exchange Agreement (Great Basin Scientific, Inc.), Exchange Agreement (Great Basin Scientific, Inc.)

Absence of Litigation. Except Other than as set forth in the SEC DocumentsDocuments and as disclosed to the Buyer, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company or any of its Subsidiaries, or their officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Wisdom Homes of America, Inc.), Securities Purchase Agreement (SearchCore, Inc.)

Absence of Litigation. Except as set forth in the SEC Documents, --------------------- there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or materially adversely affecting the Company Company, the Company's common stock, the Common Shares or any of its the Company's Subsidiaries or any of the Company's or the Company's Subsidiaries, or their ' officers or directors in their capacity capacities as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Data Race Inc), Securities Purchase Agreement (Data Race Inc)

Absence of Litigation. Except as set forth disclosed in the SEC Documentsdocuments, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company or any of its Subsidiaries, the Common Stock or their any of the Company’s or its Subsidiaries’ officers or directors in their capacity capacities as such, that could which would reasonably be expected to have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Purchase Agreement (Heart Test Laboratories, Inc.)

Absence of Litigation. Except as set forth in the SEC Documents, to the Company’s knowledge, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company or of any of its Subsidiaries, or their officers or directors in the their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Note Purchase Agreement (NuGene International, Inc.)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge Knowledge of the Company or any of its Subsidiaries, subsidiaries threatened against or affecting the Company Company, or its respective subsidiaries, the Common Stock or any of its Subsidiaries, or their the Company’s officers or directors in their capacity capacities as such, that could the effect of which would be reasonably likely to have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Subscription Agreement (Synovics Pharmaceuticals)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company Company, any of its subsidiaries, or any of its Subsidiaries, their respective directors or their officers or directors in their capacity capacities as such, that could such which would have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts Effect or circumstances which might give rise to any would adversely affect the validity, enforceability of, or the authority or ability of the foregoing.Company to perform its obligations under this Agreement (including the issuance of the Shares and the Warrants), the

Appears in 1 contract

Samples: Securities Purchase Agreement (International Microcomputer Software Inc /Ca/)

Absence of Litigation. Except as set forth provided in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company or any of its Subsidiaries, or their officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Securities Purchase Agreement (Edison Nation, Inc.)

Absence of Litigation. Except Other than as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company Company, the Shares or any of its the Company’s Subsidiaries, wherein an unfavorable decision, ruling or their officers or directors in their capacity as such, that could finding would have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

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

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Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry proceeding or investigation before or by the Principal Market, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company or any of its Subsidiaries, the Common Stock or their officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoingCompany’s Subsidiaries or any of the Company’s or its Subsidiaries’ officers or directors, whether of a civil or criminal nature or otherwise.

Appears in 1 contract

Samples: Securities Purchase Agreement (Natural Nutrition Inc.)

Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company or any of its Subsidiariesthe Company’s subsidiaries, wherein an unfavorable decision, ruling or their officers or directors in their capacity as such, that could finding would have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Standby Equity Distribution Agreement (GlassesOff Inc.)

Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation that is material, individually or in the aggregate, before or by by, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company Company, any of the Company’s Subsidiaries, any of the Company’s or the Company’s Subsidiaries’ assets, or any of its the Company’s or the Company’s Subsidiaries, or their officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoingdirectors.

Appears in 1 contract

Samples: Note Purchase Agreement (Verticalnet Inc)

Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiariessubsidiaries, threatened against or affecting the Company or any of its Subsidiaries, or their officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Series G Preferred Stock Purchase Agreement (Guided Therapeutics Inc)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company Company, the Common or any of its Subsidiaries, or their the Company’s officers or directors in their capacity capacities as such, that could which would reasonably be expected to have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Purchase Agreement (Aileron Therapeutics Inc)

Absence of Litigation. Except Other than as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company or any of its Subsidiaries, or their officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Securities Purchase Agreement (SearchCore, Inc.)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened in writing against or affecting the Company Company, the Common Stock or any Subsidiary or any of its Subsidiaries, the Company's or their any Subsidiary's officers or directors in their capacity capacities as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Securities Purchase Agreement (Digitalthink Inc)

Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or materially adversely affecting the Company Company, the Company's common stock, the Common Shares or any of its the Company's Subsidiaries or any of the Company's or the Company's Subsidiaries, or their ' officers or directors in their capacity capacities as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Securities Purchase Agreement (Data Race Inc)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company or any of its Subsidiaries, the Common Stock or their any of the Company’s or its Subsidiaries’ officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any is outside of the foregoingordinary course of business or individually or in the aggregate material to the Company.

Appears in 1 contract

Samples: Securities Purchase Agreement (Royale Energy Inc)

Absence of Litigation. Except Other than as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company or any of its Subsidiaries, or their officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Series C Preferred Stock Purchase Agreement (Environmental Tectonics Corp)

Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company Company, the Common Stock, the Investor Securities or any of its Subsidiaries, or their the Company’s officers or directors in their capacity capacities as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Exchange Agreement (TimefireVR Inc.)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company or any of its Subsidiaries, or their officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Securities Purchase Agreement (Aviation General Inc)

Absence of Litigation. Except as set forth disclosed in the SEC DocumentsDocuments filed prior to the date hereof, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiariessubsidiaries, threatened against or affecting the Company Company, any of its subsidiaries, or any of its Subsidiaries, their respective directors or their officers or directors in their capacity capacities as such, that could such which will have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.Adverse

Appears in 1 contract

Samples: Securities Purchase Agreement (Advanced Environmental Recycling Technologies Inc)

Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-self- regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company or any of its Subsidiaries, or their officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Securities Purchase Agreement (Pharmagreen Biotech Inc.)

Absence of Litigation. Except as set forth in the SEC DocumentsReports, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company Borrower, overtly threatened against or affecting Borrower or any of its Subsidiaries, threatened against or affecting the Company or any of its Subsidiaries, or their officers or directors in their capacity as such, subsidiaries that could reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Loan Agreement (Lynx Therapeutics Inc)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge Knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company Company, any of its subsidiaries or any of its Subsidiaries, or their respective officers or directors acting as such that is reasonably likely to, individually or in their capacity as suchthe aggregate, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Securities Purchase Agreement (Midwest Express Holdings Inc)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company or any of its Subsidiaries, the Common Stock or their any of the Company’s or its Subsidiaries, officers or directors in their capacity as such, that could reasonably be excepted to have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Securities Purchase Agreement (NPS Pharmaceuticals Inc)

Absence of Litigation. Except as set forth disclosed in the SEC --------------------- Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company or any of its the Subsidiaries or any of the Company's or the Subsidiaries, or their ' officers or directors in their capacity capacities as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Securities Purchase Agreement (Genus Inc)

Absence of Litigation. Except as set forth described in the SEC DocumentsFilings, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge Knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company or any of its Subsidiaries, or their officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoingCompany.

Appears in 1 contract

Samples: Stock Purchase Agreement (Getting Ready Corp)

Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company or any of its Subsidiaries, or their officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoingCompany’s Common Stock.

Appears in 1 contract

Samples: Unit Purchase Agreement (Medivie USA Inc.)

Absence of Litigation. Except as set forth described in the SEC Documents, there is are no actionactions, suitsuits, claimproceedings, proceeding, inquiry inquiries or investigation investigations before or by the Principal Market, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge Knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company Company, the Common Stock or any of its Subsidiaries, or their the Company's officers or directors directors, whether of a civil or criminal nature or otherwise, which, individually or in their capacity as suchthe aggregate, that could might reasonably be expected to have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Securities Purchase Agreement (Windtree Therapeutics Inc /De/)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company Company, the Common Stock or any of its Subsidiariesthe Company’s Subsidiaries that would, individually or their officers or directors in their capacity as suchthe aggregate, that could have reasonably be expected to result in a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Securities Purchase and Exchange Agreement (Liquidmetal Technologies Inc)

Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company Company, the Company's Common Stock, the Common Shares or any of its the Company's Subsidiaries or any of the Company's or the Company's Subsidiaries, or their ' officers or directors in their capacity capacities as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Securities Purchase Agreement (Stan Lee Media Inc)

Absence of Litigation. Except Other than as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company or any of its Subsidiaries, or their officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.subsidiaries,

Appears in 1 contract

Samples: Common Stock Purchase Agreement (XOMA Corp)

Absence of Litigation. Except Other than as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiariessubsidiaries, threatened against or affecting the Company Company, the Common Stock or any of the Company's or its Subsidiaries, or their subsidiaries' officers or directors in their capacity capacities as such, that which could reasonably be expected to have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Rezolute, Inc.)

Absence of Litigation. Except as set forth disclosed in the SEC Documentsdocuments, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company or any of its Subsidiaries, the Common Stock or their any of the Company’s or its Subsidiaries’ officers or directors in their capacity capacities as such, that could which would reasonably be expected to have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Purchase Agreement (Dare Bioscience, Inc.)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company or any of its Subsidiaries, the Common Stock or their any of the Subsidiaries or any of the Company’s or its Subsidiaries’ officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any is outside of the foregoingordinary course of business or individually or in the aggregate material to the Company.

Appears in 1 contract

Samples: Securities Purchase Agreement (Global Earth Energy, Inc.)

Absence of Litigation. Except Other than as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiariessubsidiaries, threatened against or affecting the Company or any of its Subsidiariessubsidiaries, or their officers or directors of a nature which would be required to be disclosed in their capacity as such, that could have a Material Adverse Effect. The Company the SEC Documents pursuant to applicable securities laws and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoingregulations.

Appears in 1 contract

Samples: Securities Purchase Agreement (Intelligent Electronics Inc)

Absence of Litigation. Except as set forth disclosed in the SEC DocumentsDocuments or in writing to Buyer, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agencyagency (including the SEC), self-regulatory organization or body pending or, to the knowledge of the Company Company, threatened against the Company, the Common Stock or any of its Subsidiaries, threatened against or affecting the Company Subsidiaries or any of the Company’s or its Subsidiaries, or their officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoingdirectors.

Appears in 1 contract

Samples: Securities Purchase Agreement (Atlas Technology Group, Inc.)

Absence of Litigation. Except as set forth disclosed in the SEC DocumentsDocuments or on Schedule 3.8, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company or any of its Subsidiaries, or their officers or directors acting as such that could, individually or in their capacity as suchthe aggregate, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Securities Purchase Agreement (Skybridge Wireless Inc)

Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company or any of its Subsidiaries, which, if adversely determined, would, individually or their officers or directors in their capacity as suchthe aggregate, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Series a Cumulative Convertible Preferred Stock Purchase Agreement (Castle a M & Co)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiariessubsidiaries, threatened against or affecting the Company Company, any of its subsidiaries, or any of its Subsidiaries, their respective directors or their officers or directors in their capacity capacities as suchsuch wherein an unfavorable decision, that could ruling or finding would have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Subscription Agreement (Porta Systems Corp)

Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company or any of its Subsidiariessubsidiaries, its common stock or their any of the Company’s or its subsidiaries’ officers or directors which individually or in their capacity as such, that could the aggregate would have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of material adverse effect on the foregoingCompany.

Appears in 1 contract

Samples: Stock Purchase Agreement (Zoom Telephonics, Inc.)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company or any of its Subsidiaries, or their officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

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

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company or any Subsidiary or any of the Company’s or its Subsidiaries, or their officers or directors in their capacity capacities as such, that could have which would reasonably be expected to result in a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Purchase Agreement (Vision Sciences Inc /De/)

Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by the Principal Market, any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened against or affecting the Company Company, the Securities or any of its Subsidiaries, Subsidiaries or their officers or directors in their capacity as such, that could have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoingCompany's or the Company's Subsidiary's officers or directors, whether of a civil or criminal nature or otherwise.

Appears in 1 contract

Samples: Securities Purchase Agreement (Smart Video Technologies Inc)

Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesCompany, threatened in writing against or affecting the Company or any of its Subsidiaries, the Company's subsidiaries or their any of the Company's or the subsidiaries' officers or directors in their capacity capacities as such, that could have that, either individually or in the aggregate, would result in a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Connetics Corp)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or, to the knowledge of the Company or any of its Subsidiaries, threatened against or affecting the Company Company, its Subsidiaries, the Common Stock or any of the Company's or its Subsidiaries, or their ' officers or directors in their capacity capacities as such, that which could reasonably be expected to have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Purchase Agreement (Westwater Resources, Inc.)

Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, claim, proceeding, inquiry or investigation before or by any court, public board, government agency, self-self- regulatory organization or body pending or, to the knowledge of the Company or any of its SubsidiariesSubsidiary, threatened against or affecting the Company Company, the Common Stock or any of the Company’s or its Subsidiaries, or their Subsidiary’s officers or directors in their capacity capacities as such, that could which would reasonably be expected to have a Material Adverse Effect. The Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing.

Appears in 1 contract

Samples: Purchase Agreement (Vaccinex, Inc.)

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