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Common use of CONDITIONS TO THE OBLIGATIONS OF THE INVESTORS AT CLOSING Clause in Contracts

CONDITIONS TO THE OBLIGATIONS OF THE INVESTORS AT CLOSING. The obligation of each of Investor to purchase a Note and Warrant at any Closing is subject to the fulfillment, or the waiver by such Investor, of the following conditions on or before such Closing. (a) The representations and warranties in Section 2 shall be true at and as of the Closing in all material respects with the same effect as though such representations and warranties had been made on and as of the date of the Closing. (b) The Company shall have performed and complied with all agreements and conditions in this Agreement required to be performed or complied with by the Company prior to or at the Closing. (c) All corporate and other proceedings in connection with the transactions contemplated in this Agreement and the Transaction Agreements and all documents and instruments incident to such transactions shall be reasonably satisfactory in substance and form to the Investor, or counsel to the Investors, and the Investor or its special counsel shall have received all such counterpart originals or certified or other copies of such documents as they may reasonably request. (d) Approvals of the appropriate governing authority of each Investor necessary for performance of the transactions contemplated by the Transaction Agreements shall have been obtained. (e) The Company shall have executed and delivered the (i) the Notes, (ii) the Warrants, and (iii) the Security Agreement in the form attached hereto as Exhibit D (the “Security Agreement”). (f) No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits the consummation of any of the transactions contemplated by this Agreement. (g) The Common Stock shall not have been suspended, as of such Closing Date, by the SEC. (h) There shall have been no material adverse effect on the Company.

Appears in 1 contract

Samples: Note and Warrant Purchase Agreement (Audioeye Inc)

CONDITIONS TO THE OBLIGATIONS OF THE INVESTORS AT CLOSING. The obligation of each of Investor to purchase Shares and a Note and Warrant at any Closing is subject to the fulfillment, or the waiver by such Investor, of the following conditions on or before such Closing. (a) The representations and warranties in Section 2 shall be true true, accurate and complete at and as of the Closing in all material respects (except with respect to any provisions including the word “material” or words of similar import with respect to which such representations shall be true, accurate and complete) with the same effect as though such representations and warranties had been made on and as of the date of the Closing. (b) The Company shall have performed and complied with all agreements and conditions in this Agreement required to be performed or complied with by the Company prior to or at the Closing. (c) All corporate and other proceedings in connection with the transactions contemplated in this Agreement and the Transaction Agreements and all documents and instruments incident to such transactions shall be reasonably satisfactory in substance and form to the Investor, or counsel to the Investors, and the Investor or its special counsel shall have received all such counterpart originals or certified or other copies of such documents as they may reasonably request. (d) Approvals of the appropriate governing authority of each Investor necessary for performance of the transactions contemplated by the Transaction Agreements shall have been obtained. (e) The Company shall have executed and delivered the (i) the Notes, (ii) the Warrants, and (iii) the Security Agreement in the form attached hereto as Exhibit D (the “Security Agreement”). (f) No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits the consummation of any of the transactions contemplated by this Agreement. (gf) The Common Stock shall not have been suspended, as of such Closing Date, by the SEC. (hg) There shall have been no material adverse effect on the Company.

Appears in 1 contract

Samples: Common Stock and Warrant Purchase Agreement (Audioeye Inc)

CONDITIONS TO THE OBLIGATIONS OF THE INVESTORS AT CLOSING. The obligation of each of Investor to purchase a Note and Warrant Shares at any Closing is subject to the fulfillment, or the waiver by such Investor, of the following conditions on or before such Closing. (a) The representations and warranties in Section 2 shall be true true, accurate and complete at and as of the Closing in all material respects (except with respect to any provisions including the word “material” or words of similar import with respect to which such representations shall be true, accurate and complete) with the same effect as though such representations and warranties had been made on and as of the date of the Closing. (b) The Company shall have performed and complied with all agreements and conditions in this Agreement required to be performed or complied with by the Company prior to or at the Closing. (c) All corporate and other proceedings in connection with the transactions contemplated in this Agreement and the Transaction Agreements and all documents and instruments incident to such transactions shall be reasonably satisfactory in substance and form to the Investor, or counsel to the Investors, and the Investor or its special counsel shall have received all such counterpart originals or certified or other copies of such documents as they may reasonably request. (d) Approvals of the appropriate governing authority of each Investor necessary for performance of the transactions contemplated by the Transaction Agreements this Agreement shall have been obtained. (e) The Company shall have executed and delivered the (i) the Notes, (ii) the Warrants, and (iii) the Security Agreement in the form attached hereto as Exhibit D (the “Security Agreement”). (f) No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits the consummation of any of the transactions contemplated by this Agreement. (gf) The Common Stock shall not have been suspended, as of such Closing Date, by the SEC. (hg) There shall have been no material adverse effect on the Company.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Audioeye Inc)

CONDITIONS TO THE OBLIGATIONS OF THE INVESTORS AT CLOSING. The obligation of each of Investor to purchase Shares and a Note and Warrant at any Closing is subject to the fulfillment, or the waiver by such Investor, of the following conditions on or before such Closing. (a) The representations and warranties in Section 2 shall be true true, accurate and complete at and as of the Closing in all material respects (except with respect to any provisions including the word “material” or words of similar import with respect to which such representations shall be true, accurate and complete) with the same effect as though such representations and warranties had been made on and as of the date of the Closing. (b) The Company shall have performed and complied with all agreements and conditions in this Agreement required to be performed or complied with by the Company prior to or at the Closing. (c) All corporate and other proceedings in connection with the transactions contemplated in this Agreement and the Transaction Agreements and all documents and instruments incident to such transactions shall be reasonably satisfactory in substance and form to the Investor, or counsel to the Investors, and the Investor or its special counsel shall have received all such counterpart originals or certified or other copies of such documents as they may reasonably request. (d) Approvals of the appropriate governing authority of each Investor necessary for performance of the transactions contemplated by the Transaction Agreements shall have been obtained. (e) The Company shall have executed and delivered the (i) the Notes, (ii) the Warrants, and (iii) the Security Agreement in the form attached hereto as Exhibit D (the “Security Agreement”). (f) No statute, rule, regulation, executive order, decree, ruling or injunction shall have been enacted, entered, promulgated or endorsed by any court or governmental authority of competent jurisdiction that prohibits the consummation of any of the transactions contemplated by this Agreement. (gf) The Common Stock shall not have been suspended, as of such Closing Date, by the SEC. (hg) There shall have been no material adverse effect on the Company.. Common Stock and Warrant Purchase Agreement; 12-2016

Appears in 1 contract

Samples: Common Stock and Warrant Purchase Agreement (Audioeye Inc)