Common use of Corporate Existence Clause in Contracts

Corporate Existence. So long as the Buyer beneficially owns any Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the Buyer.

Appears in 526 contracts

Sources: Securities Purchase Agreement (Madison Technologies Inc.), Securities Purchase Agreement (American Rebel Holdings Inc), Securities Purchase Agreement (Liberty Star Uranium & Metals Corp.)

Corporate Existence. So long as the Buyer Lender beneficially owns any Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the BuyerLender.

Appears in 22 contracts

Sources: Securities Purchase Agreement (American Rebel Holdings Inc), Securities Purchase Agreement (Guided Therapeutics Inc), Securities Purchase Agreement (American Rebel Holdings Inc)

Corporate Existence. So long as the Buyer beneficially owns any Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assetsassets which would render the Company a “shell company” as such term is defined in Rule 144 of the Securities Act, except with the prior written consent of the Buyer.

Appears in 20 contracts

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

Corporate Existence. So long as the Buyer beneficially owns any NoteSeries C Shares, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the Buyer.

Appears in 19 contracts

Sources: Series C Preferred Stock Purchase Agreement (Star Alliance International Corp.), Series C Preferred Stock Purchase Agreement (Star Alliance International Corp.), Series C Preferred Stock Purchase Agreement (Ab International Group Corp.)

Corporate Existence. So long as the Buyer beneficially owns any Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s 's assets, except with the prior written consent of the Buyer.

Appears in 19 contracts

Sources: Securities Purchase Agreement (Cannabis Global, Inc.), Securities Purchase Agreement (Cannabis Global, Inc.), Securities Purchase Agreement (Guided Therapeutics Inc)

Corporate Existence. So long as the Buyer beneficially owns any Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with in the prior written consent event of a merger or consolidation or sale of all or substantially all of the BuyerCompany’s assets, where the surviving or successor entity in such transaction assumes the Company’s obligations hereunder and under the agreements and instruments entered into in connection herewith.

Appears in 12 contracts

Sources: Securities Purchase Agreement (Edgemode, Inc.), Securities Purchase Agreement (Vocodia Holdings Corp), Securities Purchase Agreement (Edgemode, Inc.)

Corporate Existence. So long as the Buyer beneficially owns any NoteSeries A Shares, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the Buyer.

Appears in 10 contracts

Sources: Series a Preferred Stock Purchase Agreement (Edgemode, Inc.), Series a Preferred Stock Purchase Agreement (Samsara Luggage, Inc.), Series a Preferred Stock Purchase Agreement (Ameramex International Inc)

Corporate Existence. So long as the Buyer beneficially owns any NoteNote and/or the Warrant, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the Buyer.

Appears in 10 contracts

Sources: Securities Purchase Agreement (Cruzani, Inc.), Securities Purchase Agreement (Quanta Inc), Securities Purchase Agreement (Ficaar, Inc)

Corporate Existence. So long as the Buyer beneficially owns any NoteSeries B Shares, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the Buyer.

Appears in 6 contracts

Sources: Series B Preferred Stock Purchase Agreement (THUMZUP MEDIA Corp), Series B Preferred Stock Purchase Agreement (Edgemode, Inc.), Series B Preferred Stock Purchase Agreement (Touchpoint Group Holdings Inc.)

Corporate Existence. So long as the Buyer beneficially owns any the Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with in the prior written consent event of a merger or consolidation or sale of all or substantially all of the BuyerCompany’s assets, where the surviving or successor entity in such transaction assumes the Company’s obligations hereunder and under the agreements and instruments entered into in connection herewith.

Appears in 3 contracts

Sources: Securities Purchase Agreement (Jaguar Health, Inc.), Securities Purchase Agreement (Jaguar Health, Inc.), Securities Purchase Agreement (Jaguar Health, Inc.)

Corporate Existence. So long as the Buyer beneficially owns any the Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with assets without the prior written consent of the Buyer.

Appears in 3 contracts

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

Corporate Existence. So long as the Buyer beneficially owns any Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assetsassets outside the ordinary course of business in a transaction that would render the Company a shell company (as defined in Rule 405 under the Securities Act of 1933), except with the prior written consent of the Buyer...

Appears in 3 contracts

Sources: Securities Purchase Agreement (CurAegis Technologies, Inc.), Securities Purchase Agreement (CurAegis Technologies, Inc.), Securities Purchase Agreement (CurAegis Technologies, Inc.)

Corporate Existence. So long as the Buyer beneficially owns any Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assetsassets which would render the Company a “shell company” (as defined in Rule 144), except with the prior written consent of the Buyer.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Laredo Oil, Inc.), Securities Purchase Agreement (Global Tech Industries Group, Inc.)

Corporate Existence. So long as the Buyer Buyers beneficially owns own any Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the BuyerBuyers.

Appears in 2 contracts

Sources: Securities Purchase Agreement (HealthLynked Corp), Securities Purchase Agreement (HealthLynked Corp)

Corporate Existence. So long as the Buyer Lender beneficially owns any Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s 's assets, except with the prior written consent of the BuyerLender.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Guided Therapeutics Inc), Securities Purchase Agreement (Guided Therapeutics Inc)

Corporate Existence. So long as the Buyer beneficially owns any the Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the Buyer, which consent shall not unreasonably be withheld or delayed.

Appears in 1 contract

Sources: Note Purchase Agreement (Cannabis Bioscience International Holdings, Inc.)

Corporate Existence. So long as the Buyer beneficially owns any NoteNote and/or any of the Conversion Shares, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the Buyer.

Appears in 1 contract

Sources: Securities Purchase Agreement (Pharmagreen Biotech Inc.)

Corporate Existence. So long Until such time as all of the Buyer Purchasers provide the Company with written notice that they do not beneficially owns own any NotePreferred Stock or Warrants, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with in the prior written consent event of a merger or consolidation or sale of all or substantially all of the BuyerCompany’s assets, where the surviving or successor Person in such transaction assumes the Company’s obligations hereunder and under the agreements and instruments entered into in connection herewith.

Appears in 1 contract

Sources: Securities Purchase Agreement (Antex Biologics Inc)

Corporate Existence. So long as the Buyer beneficially owns any Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with in the prior event of a merger or consolidation or sale of all or substantially all of Company’s assets, following a written consent of by Buyer to engage in such transaction, where the Buyersurviving or successor entity in such transaction assumes Company’s obligations hereunder and under the agreements and instruments entered into in connection herewith.

Appears in 1 contract

Sources: Convertible Note Purchase Agreement (TechCare Corp.)

Corporate Existence. So long as the Buyer beneficially owns any NoteNote and/or the Warrant, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, in a transaction or series of transactions that would render it a “shell company” as defined in the Securities Exchange Act of 1934, as amended, except with the prior written consent of the Buyer.

Appears in 1 contract

Sources: Securities Purchase Agreement (Balincan USA, Inc)

Corporate Existence. So long as the Buyer Investor beneficially owns own any Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the BuyerInvestor.

Appears in 1 contract

Sources: Securities Purchase Agreement (HealthLynked Corp)

Corporate Existence. So long as the Buyer Investor beneficially owns any Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the BuyerInvestor.

Appears in 1 contract

Sources: Securities Purchase Agreement (Edgemode, Inc.)

Corporate Existence. So long as the Buyer beneficially owns any Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s 's assets, except with the prior theprior written consent of the Buyer.

Appears in 1 contract

Sources: Securities Purchase Agreement (Aim Exploration Inc.)

Corporate Existence. So long as the Buyer beneficially owns any Note, the Company shall use commercially reasonable efforts to maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with in the prior written consent event of a merger or consolidation or sale of all or substantially all of the BuyerCompany’s assets, where the surviving or successor entity in such transaction assumes the Company’s obligations hereunder and under the agreements and instruments entered into in connection herewith.

Appears in 1 contract

Sources: Securities Purchase Agreement (Mobile Global Esports, Inc.)

Corporate Existence. So long as the Buyer beneficially owns any Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s =s assets, except with the prior written consent of the Buyer.

Appears in 1 contract

Sources: Securities Purchase Agreement (Software Effective Solutions, Corp.)

Corporate Existence. So long as the Buyer beneficially owns any Notethe Debenture, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the Buyer.

Appears in 1 contract

Sources: Securities Purchase Agreement (Sg Blocks, Inc.)

Corporate Existence. So long as the Buyer beneficially owns any Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s 's assets, except with the prior written consent of the BuyerBuyer .

Appears in 1 contract

Sources: Securities Purchase Agreement (IRONCLAD ENCRYPTION Corp)

Corporate Existence. So long as the Buyer Seller beneficially owns any the Note, the Company Buyer shall maintain its corporate existence and shall not sell all or substantially all of the CompanyBuyer’s assets, except with the prior written consent of the BuyerSeller.

Appears in 1 contract

Sources: Securities Purchase Agreement (International Land Alliance Inc.)

Corporate Existence. So long as the Buyer beneficially owns any NoteSeries B Shares, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s 's assets, except with the prior written consent of the Buyer.

Appears in 1 contract

Sources: Series B Preferred Stock Purchase Agreement (Edgemode, Inc.)

Corporate Existence. So long as the Buyer beneficially owns any the Note, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the Buyer.

Appears in 1 contract

Sources: Securities Purchase Agreement (SMX (Security Matters) Public LTD Co)

Corporate Existence. So long as the Buyer beneficially owns any NotePreferred Stock, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the Buyer.

Appears in 1 contract

Sources: Securities Purchase Agreement (American Rebel Holdings Inc)

Corporate Existence. So long as the Buyer beneficially owns any Notebond, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the Buyer.

Appears in 1 contract

Sources: Bond Purchase Agreement (Leader Capital Holdings Corp.)

Corporate Existence. So long as the Buyer beneficially owns any NoteSeries L Preferred shares, the Company shall maintain its corporate existence and shall not sell all or substantially all of the Company’s assets, except with the prior written consent of the Buyer.

Appears in 1 contract

Sources: Securities Purchase Agreement (Global Technologies LTD)