Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 186 contracts
Samples: Standby Equity Distribution Agreement (Jeantex Group, Inc.), Equity Line of Credit Agreement (Cyberlux Corp), Standby Equity Distribution Agreement (Sonoran Energy Inc)
Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, properties, financial condition or results of operation operations of the Company and its subsidiaries taken as a whole.
Appears in 65 contracts
Samples: Securities Purchase Agreement (Eyi Industries Inc), Security Agreement (Pop N Go Inc), Securities Purchase Agreement (Silver Star Energy Inc)
Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's ’s subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 50 contracts
Samples: Standby Equity Distribution Agreement, Securities Purchase Agreement (Cord Blood America, Inc.), Indirect Primary Offering Agreement (Enhance Skin Products Inc)
Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 27 contracts
Samples: Securities Purchase Agreement (Smartire Systems Inc), Securities Purchase Agreement (Smartire Systems Inc), Securities Purchase Agreement (Vertical Computer Systems Inc)
Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's ’s subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, properties, financial condition or results of operation operations of the Company and its subsidiaries taken as a whole.
Appears in 22 contracts
Samples: Securities Purchase Agreement (Pervasip Corp), Securities Purchase Agreement (Pervasip Corp), Securities Purchase Agreement (Pervasip Corp)
Absence of Litigation. Except as set forth in the SEC Documents, there There is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's ’s subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, properties, financial condition or results of operation operations of the Company and its subsidiaries taken as a whole.
Appears in 13 contracts
Samples: Securities Purchase Agreement (Dynamic Leisure Corp), Securities Purchase Agreement (Cmark International Inc), Securities Purchase Agreement (DNC Multimedia Corp)
Absence of Litigation. Except as set forth in the SEC DocumentsExhibit 4.17 , there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's ’s subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 11 contracts
Samples: Drawdown Equity Financing Agreement (Cyios Corp), Drawdown Equity Financing Agreement (Inolife Technologies, Inc.), Drawdown Equity Financing Agreement (Cyios Corp)
Absence of Litigation. Except as set forth in the SEC DocumentsExhibit 4.17, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's ’s subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 10 contracts
Samples: Drawdown Equity Financing Agreement (Sunvalley Solar, Inc.), Drawdown Equity Financing Agreement (Sunvalley Solar, Inc.), Drawdown Equity Financing Agreement (DigitalTown, Inc.)
Absence of Litigation. Except as set forth in the SEC ----------------------- Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 8 contracts
Samples: Standby Equity Distribution Agreement (Ns8 Corp), Standby Equity Distribution Agreement (Intrepid Technology & Resource Inc), Equity Line of Credit Agreement (Forefront Inc)
Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's ’s subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 7 contracts
Samples: Reserve Equity Financing Agreement (Biofield Corp \De\), Reserve Equity Financing Agreement (Bonfire Productions, Inc.), Reserve Equity Financing Agreement (Flint Telecom Group Inc.)
Absence of Litigation. Except as set forth in the SEC DocumentsExhibit 4.16, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's ’s subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 7 contracts
Samples: Drawdown Equity Financing Agreement, Drawdown Equity Financing Agreement (Aqualiv Technologies, Inc.), Drawdown Equity Financing Agreement (Aqualiv Technologies, Inc.)
Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no claim, action, suit, proceeding, arbitration, complaint, charge, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending or to the Company’s knowledge threatened against or affecting the Company, Company or the Common Stock or any of the Company's subsidiariesStock, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, properties, financial condition or prospects or results of operation operations of the Company and its subsidiaries taken as a whole.
Appears in 6 contracts
Samples: Common Stock Purchase Agreement (U.S. Helicopter CORP), Common Stock Purchase Agreement (U.S. Helicopter CORP), Common Stock Purchase Agreement (U.S. Helicopter CORP)
Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby hereby, (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, properties, financial condition or results of operation operations of the Company and its subsidiaries taken as a whole.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Nanoscience Technologies Inc), Securities Purchase Agreement (Oxford Ventures Inc), Securities Purchase Agreement (Bsi2000 Inc)
Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 4 contracts
Samples: Equity Line of Credit Agreement (Pacel Corp), Equity Line of Credit Agreement (Flexxtech Corp), Standby Equity Distribution Agreement (City Network Inc)
Absence of Litigation. Except as set forth in the SEC DocumentsExhibit 4.15, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's ’s subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 4 contracts
Samples: Drawdown Equity Financing Agreement (Portage Resources Inc.), Drawdown Equity Financing Agreement (Exergetic Energy, Inc.), Drawdown Equity Financing Agreement (Coastal Pacific Mining Corp)
Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's ’s subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a wholeEffect.
Appears in 3 contracts
Samples: Standby Equity Distribution Agreement (Power of the Dream Ventures Inc), Standby Equity Distribution Agreement (Advanced Life Sciences Holdings, Inc.), Standby Equity Distribution Agreement (Power of the Dream Ventures Inc)
Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) materially adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 3 contracts
Samples: Standby Equity Distribution Agreement (Poseidis Inc), Standby Equity Distribution Agreement (Poseidis Inc), Standby Equity Distribution Agreement (Poseidis Inc)
Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's ’s subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 3 contracts
Samples: Committed Equity Facility Agreement (Solar Wind Energy Tower, Inc.), Committed Equity Facility Agreement (Solar Wind Energy Tower, Inc.), Committed Equity Facility Agreement (Solar Wind Energy Tower, Inc.)
Absence of Litigation. Except as set forth in the SEC DocumentsExhibit 4.15 , there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's ’s subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 3 contracts
Samples: Drawdown Equity Financing Agreement, Drawdown Equity Financing Agreement (Capital Reserve Canada LTD), Drawdown Equity Financing Agreement (Island Breeze International, Inc.)
Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, properties, financial condition or results of operation operations of the Company and its subsidiaries taken as a whole.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Americana Publishing Inc), Securities Purchase Agreement (Icoa Inc), Securities Purchase Agreement (Icoa Inc)
Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby hereby, (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Celerity Systems Inc), Securities Purchase Agreement (Avitar Inc /De/), Securities Purchase Agreement (Avitar Inc /De/)
Absence of Litigation. Except as set forth in the SEC ------------------------ Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 2 contracts
Samples: Standby Equity Distribution Agreement (Falcon Natural Gas Corp), Equity Line of Credit Agreement (Forefront Inc)
Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiariessubsidiary, wherein an unfavorable decision, ruling or finding would (i) reasonably be expected to have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, reasonably be expected to have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries subsidiary taken as a whole.
Appears in 2 contracts
Samples: Standby Equity Distribution Agreement (Startech Environmental Corp), Standby Equity Distribution Agreement (Startech Environmental Corp)
Absence of Litigation. Except as set forth disclosed in the SEC DocumentsDocuments and on Schedule 3(h), there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, properties, financial condition or results of operation operations of the Company and its subsidiaries taken as a whole.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Syndication Net Com Inc), Securities Purchase Agreement (Syndication Net Com Inc)
Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby (ii) materially adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, properties, financial condition or results of operation operations of the Company and its subsidiaries taken as a whole.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Poseidis Inc), Securities Purchase Agreement (Poseidis Inc)
Absence of Litigation. Except as set forth disclosed in the SEC ----------------------- Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, properties, financial condition or results of operation operations of the Company and its subsidiaries taken as a whole.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Intrepid Technology & Resource Inc), Securities Purchase Agreement (Intrepid Technology & Resource Inc)
Absence of Litigation. Except as set forth in the SEC DocumentsExhibit 4.17, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 2 contracts
Samples: Drawdown Equity Financing Agreement (Monster Offers), Drawdown Equity Financing Agreement (Winchester International Resorts, Inc.)
Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's ’s subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a wholeEffect.
Appears in 2 contracts
Samples: Standby Equity Distribution Agreement (Jag Media Holdings Inc), Standby Equity Distribution Agreement (Advanced Life Sciences Holdings, Inc.)
Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory self -regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 2 contracts
Samples: Equity Line of Credit Agreement (Ams Homecare Inc), Equity Line of Credit Agreement (Ams Homecare Inc)
Absence of Litigation. Except as set forth in the SEC Documentsdisclosed on Schedule 3(h), there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Jagnotes Com), Securities Purchase Agreement (Condor Capital Inc)
Absence of Litigation. Except as set forth in the SEC ----------------------- Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the CompanyForefront, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company Forefront and its subsidiaries taken as a whole.
Appears in 2 contracts
Samples: Equity Line of Credit Agreement (Forefront Inc), Equity Line of Credit Agreement (Forefront Inc)
Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock Ordinary Shares or any of the Company's ’s subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, properties, financial condition or results of operation operations of the Company and its subsidiaries taken as a whole.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Futuremedia PLC), Securities Purchase Agreement (Futuremedia PLC)
Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's ’s subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby hereby, (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, properties, financial condition or results of operation operations of the Company and its subsidiaries taken as a whole.
Appears in 1 contract
Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock Ordinary Shares or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, properties, financial condition or results of operation operations of the Company and its subsidiaries taken as a whole.
Appears in 1 contract
Absence of Litigation. Except as set forth in The Company represents to the SEC Documents, Investor that there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 1 contract
Samples: Equity Line of Credit Agreement (Asia Properties Investments Inc)
Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's ’s subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, properties, financial condition or results of operation operations of the Company and its subsidiaries taken as a whole.
Appears in 1 contract
Samples: Securities Purchase Agreement (Y3k Secure Enterprise Software Inc)
Absence of Litigation. Except as set forth in the SEC Documents, ------------------------ there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 1 contract
Samples: Equity Line of Credit Agreement (Medix Resources Inc)
Absence of Litigation. Except as set forth in the SEC --------------------- Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 1 contract
Samples: Standby Equity Distribution Agreement (Roanoke Technology Corp)
Absence of Litigation. Except as set forth disclosed in the SEC Documents, ---------------------- there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, properties, financial condition or results of operation operations of the Company and its subsidiaries taken as a whole.
Appears in 1 contract
Samples: Securities Purchase Agreement (Falcon Natural Gas Corp)
Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.SEC
Appears in 1 contract
Samples: Standby Equity Distribution Agreement (Viastar Media Corp)
Absence of Litigation. Except as set forth in the SEC ----------------------- Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 1 contract
Absence of Litigation. Except as set forth in the SEC Documents, --------------------- there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 1 contract
Samples: Standby Equity Distribution Agreement (Intrepid Technology & Resource Inc)
Absence of Litigation. Except as set forth in the SEC Documents, there There is no action, suit, 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, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, herein or (iii) ii), except as expressly disclosed set forth in the SEC DocumentsDocuments or in Schedule 3(h), have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a wholeEffect.
Appears in 1 contract
Samples: Securities Purchase Agreement (Smart Choice Automotive Group Inc)
Absence of Litigation. Except Other than as set forth disclosed in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's ’s subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, properties, financial condition or results of operation operations of the Company and its subsidiaries taken as a whole.
Appears in 1 contract
Samples: Securities Purchase Agreement (I2 Telecom International Inc)
Absence of Litigation. Except as set forth disclosed in the SEC Documents, ----------------------- there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, properties, financial condition or results of operation operations of the Company and its subsidiaries taken as a whole.
Appears in 1 contract
Absence of Litigation. Except as set forth disclosed in the SEC DocumentsDocuments or due diligence materials, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, properties, financial condition or results of operation operations of the Company and its subsidiaries taken as a whole.
Appears in 1 contract
Samples: Securities Purchase Agreement (Productivity Technologies Corp /)
Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's ’s subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.a
Appears in 1 contract
Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiariessubsidiary, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a wholeEffect.
Appears in 1 contract
Samples: Standby Equity Distribution Agreement (Omagine, Inc.)
Absence of Litigation. Except as set forth disclosed in the SEC DocumentsDocuments and on the attached Schedule 3(h), there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, properties, financial condition or results of operation operations of the Company and its subsidiaries taken as a whole.
Appears in 1 contract
Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiariessubsidiary, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, properties, financial condition or results of operation operations of the Company and its subsidiaries subsidiary taken as a whole.
Appears in 1 contract
Samples: Securities Purchase Agreement (Startech Environmental Corp)
Absence of Litigation. Except as set forth disclosed in the SEC Documents, --------------------- there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, properties, financial condition or results of operation operations of the Company and its subsidiaries taken as a whole.
Appears in 1 contract
Samples: Securities Purchase Agreement (Roanoke Technology Corp)
Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's ’s subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby hereby, (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect {00079355.10 / 0860-108} material adverse effect on the business, operations, properties, financial condition or results of operation operations of the Company and its subsidiaries taken as a whole.
Appears in 1 contract
Absence of Litigation. Except as set forth in the SEC DocumentsExhibit 4.17 , there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 1 contract
Samples: Drawdown Equity Financing Agreement (Feel Golf Co Inc)
Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-self- regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 1 contract
Samples: Standby Equity Distribution Agreement (Headliners Entertainment Group, Inc.)
Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the CompanyUnited, the Common Stock common stock or any of the Company's United’s subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby hereby; (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company United to perform its obligations under, this Agreement or any of the documents contemplated herein, ; or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, properties, financial condition or results of operation operations of the Company United and its subsidiaries taken as a whole.
Appears in 1 contract
Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, properties, financial condition or results of operation operations of the Company and its subsidiaries taken as a whole.
Appears in 1 contract
Samples: Securities Purchase Agreement (Teleplus Enterprises Inc)
Absence of Litigation. Except as set forth in the SEC DocumentsDocuments and the Bayer Judgment, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 1 contract
Absence of Litigation. Except as set forth disclosed in the SEC Documents, Schedules to this Agreement there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 1 contract
Absence of Litigation. Except as set forth in the SEC Documentson schedule 3(h), there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's ’s subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, properties, financial condition or results of operation operations of the Company and its subsidiaries taken as a whole.
Appears in 1 contract
Samples: Securities Purchase Agreement (Vortex Resources Corp.)
Absence of Litigation. Except as set forth in the SEC DocumentsDocuments and on the attached Schedule 4.17, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 1 contract
Samples: Standby Equity Distribution Agreement (Pacer Health Corp)
Absence of Litigation. Except as set forth in Schedule 4.17 and the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock Ordinary Shares or any of the Company's ’s subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 1 contract
Samples: Standby Equity Distribution Agreement (Robogroup Tek LTD)
Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries’s subsidiary, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a wholeEffect.
Appears in 1 contract
Samples: Standby Equity Distribution Agreement (Bioheart, Inc.)
Absence of Litigation. Except as set forth in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock Ordinary Shares or any of the Company's ’s subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 1 contract
Samples: Standby Equity Distribution Agreement (Elbit Vision Systems LTD)
Absence of Litigation. Except as set forth in the SEC Documentsdisclosure schedules, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's ’s subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 1 contract
Samples: Drawdown Equity Financing Agreement (Electronic Control Security Inc)
Absence of Litigation. Except as set forth on Schedule 4.17 or in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect on the business, operations, properties, financial condition or results of operation of the Company and its subsidiaries taken as a whole.
Appears in 1 contract
Samples: Standby Equity Distribution Agreement (Neogenomics Inc)
Absence of Litigation. Except as set forth disclosed in the SEC Documents, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending against or affecting the Company, the Common Stock or any of the Company's subsidiaries, wherein an unfavorable decision, ruling or finding would (i) have a Material Adverse Effect material adverse effect on the transactions contemplated hereby (ii) adversely affect the validity or enforceability of, or the authority or ability of the Company to perform its obligations under, this Agreement or any of the documents contemplated herein, or (iii) except as expressly disclosed in the SEC Documents, have a Material Adverse Effect material adverse effect on the business, operations, 8 properties, financial condition or results of operation operations of the Company and its subsidiaries taken as a whole.
Appears in 1 contract
Samples: Securities Purchase Agreement (Y3k Secure Enterprise Software Inc)