Governmental Consent, etc. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this Agreement, or the offer, sale or issuance of the Shares, or the consummation of any other transaction contemplated hereby. (f)
Appears in 2 contracts
Samples: Subscription Agreement, Subscription Agreement (Immtech International Inc)
Governmental Consent, etc. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this Agreement, or the offer, sale or issuance of the Shares, or the consummation of any other transaction contemplated hereby. (f), except the filing with the Commission of a registration statement on Form S-3 for the purpose of registering the Shares and any state securities laws filings or registrations;
Appears in 2 contracts
Samples: Subscription Agreement (Software Publishing Corp Holdings Inc), Subscription Agreement (Software Publishing Corp Holdings Inc)
Governmental Consent, etc. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this Agreement, or the offer, sale or issuance of the Sharessecurities hereunder, or the consummation of any other transaction contemplated hereby. (f).
Appears in 2 contracts
Samples: Private Equity Line of Credit Agreement (Imaging Diagnostic Systems Inc /Fl/), Preferred Stock and Private Equity Line of Credit Agreement (Ijnt Net Inc)
Governmental Consent, etc. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this Agreement, or the offer, sale or issuance of the Shares, or the consummation of any other transaction contemplated hereby. (f), except the filing with the SEC of a registration statement on Form S-3 for the purpose of registering the Common Stock underlying the Shares.
Appears in 2 contracts
Samples: 5% Preferred Stock Securities Purchase Agreement (Pharmos Corp), Subscription Agreement (Xybernaut Corp)
Governmental Consent, etc. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this Agreement, or the offer, sale or issuance of the Shares, or the consummation of any other transaction contemplated hereby. (f), except as may be required by applicable securities laws.
Appears in 2 contracts
Samples: Subscription Agreement (Sgi International), Subscription Agreement (Sgi International)
Governmental Consent, etc. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this Agreementthe Transaction Agreements, or the offer, sale or issuance of the SharesNote, or the consummation of any other transaction contemplated hereby. (f), except such filings to perfect security interests pursuant to the Security Agreement and Note.
Appears in 1 contract
Governmental Consent, etc. No consent, approval or authorization -------------------------- of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this the Agreement, or the offer, sale or issuance of the Shares, or the consummation of any other transaction contemplated hereby. (f), except the filing with the SEC of a registration statement on Form S-3 for the purpose of registering the Common Stock.
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Asyst Technologies Inc /Ca/)
Governmental Consent, etc. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this Agreement, or the offer, sale or issuance of the Shares, or the consummation of any other transaction contemplated hereby. (f), except the filing with the SEC of a registration statement on Form S-3 for the purpose of registering the Shares and any state securities laws filings or registrations.
Appears in 1 contract
Samples: Subscription Agreement (Software Publishing Corp Holdings Inc)
Governmental Consent, etc. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this AgreementAgreement or any other Transaction Document, or the offer, sale or issuance of the SharesNote or Warrant, or the consummation of any other transaction contemplated hereby. hereby or thereby, except the filing with the United States Securities and Exchange Commission (f)"SEC") of a registration statement for the purpose of registering resales by Purchaser of the Warrant Shares and Conversion Shares as provided in the Registration Rights Agreement.
Appears in 1 contract
Samples: Convertible Secured Note Purchase Agreement (Neoprobe Corp)
Governmental Consent, etc. No To the best knowledge of the Company, no material consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this Agreement, or the offer, sale or issuance of the SharesSecurities, or the consummation of any other transaction contemplated hereby. (f), except as may be required by applicable securities laws, except as provided in Section 3.21 hereof.
Appears in 1 contract
Governmental Consent, etc. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this Agreement, or the offer, sale or issuance of the SharesDebenture, or the consummation of any other transaction contemplated hereby. (f), except the filing with the SEC of a registration statement on Form S-3 for the purpose of registering the Common Stock underlying the Debenture.
Appears in 1 contract
Samples: Convertible Debenture Purchase Agreement (Criticare Systems Inc /De/)
Governmental Consent, etc. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this AgreementAgreement or any other Transaction Document, or the offer, sale or issuance of the SharesNote or Warrant, or the consummation of any other transaction contemplated hereby. hereby or thereby, except the filing with the United States Securities and Exchange Commission (f)“SEC”) of a registration statement for the purpose of registering under the Securities Act resales by Purchasers of the Conversion Shares and Warrant Shares as provided in the Registration Rights Agreement.
Appears in 1 contract
Samples: Convertible Note Purchase Agreement (Neoprobe Corp)
Governmental Consent, etc. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this Agreement, or the offer, sale or issuance of the Shares, or the consummation of any other transaction contemplated hereby. (f), except the filing with the SEC of a registration statement on Form S-3 for the purpose of registering the Shares and the Common Stock underlying the Warrants and any state securities laws filings or registrations.
Appears in 1 contract
Samples: Subscription Agreement (Software Publishing Corp Holdings Inc)
Governmental Consent, etc. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this Agreement, or the offer, sale or issuance of the Shares, or the consummation of any other transaction contemplated hereby. (f), except the filing with the SEC of a registration statement on Form S-3 for the purpose of registering the Common Stock and the filing of a Form D with the SEC.
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Cypros Pharmaceutical Corp)
Governmental Consent, etc. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this Agreement, or the offer, sale or issuance of the Shares, or the consummation of any other transaction contemplated hereby. , except for filing of a Form D with the Securities and Exchange Commission (fthe "Commission"), and application for listing of additional shares on the Nasdaq National Market, and filings required under applicable blue sky laws.
Appears in 1 contract
Governmental Consent, etc. No material consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this Agreement, or the offer, sale or issuance of the SharesSecurities, or the consummation of any other transaction contemplated hereby. (f), except as may be required by applicable securities laws including, but not limited to, SEC and Nasdaq regulations.
Appears in 1 contract
Samples: Purchase Agreement (Data Race Inc)
Governmental Consent, etc. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is -7- required in connection with the valid execution and delivery of this AgreementAgreement (including all Exhibits annexed hereto), or the offer, sale or issuance of the SharesSecurities, or the consummation of any other transaction contemplated hereby. (f), except as may be required by applicable securities laws.
Appears in 1 contract
Governmental Consent, etc. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this Agreement, or the offer, sale offer or issuance of the SharesSecurities, or the consummation of any other transaction contemplated hereby. (f), except as may be required by applicable securities laws.
Appears in 1 contract
Governmental Consent, etc. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this Subscription Agreement, or the offer, sale or issuance of the Private Placement Shares, or the consummation of any other transaction contemplated hereby. (f)by this Subscription Agreement, except the filing with the Commission of a registration statement on an appropriate form for the purpose of registering for resale the Private Placement Shares and any state securities laws filings or registrations;
Appears in 1 contract
Governmental Consent, etc. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this Agreement, or the offer, sale or issuance of the Shares, or the consummation of any other transaction contemplated hereby. (f)by this Agreement or the Warrant Agreements, except the filing with the SEC of a registration statement on Form S-3 for the purpose of registering the Conversion Shares and Warrant Shares underlying the Shares and the Warrants and applicable state securities law filings.
Appears in 1 contract
Samples: Series a Preferred Stock and Warrant Purchase Agreement (Kti Inc)
Governmental Consent, etc. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this AgreementAgreement or any other Transaction Document, or the offer, sale or issuance of the SharesNote or Warrant, or the consummation of any other transaction contemplated hereby. hereby or thereby, except the filing with the United States Securities and Exchange Commission (f)"SEC") of a registration statement for the purpose of registering resales by Purchaser of the Warrant Shares as provided in the Registration Rights Agreement.
Appears in 1 contract
Samples: Senior Secured Note Purchase Agreement (Neoprobe Corp)
Governmental Consent, etc. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this Agreement, or the offer, sale or issuance of the Shares, or the consummation of any other transaction contemplated hereby. (f), except the filing with the SEC of a registration statement on Form S-3 for the purpose of registering the Conversion Shares underlying the Convertible Preferred Stock.
Appears in 1 contract
Governmental Consent, etc. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this Subscription Agreement, or the offer, sale or issuance of the Shares, or the consummation of any other transaction contemplated hereby. (f)by this Subscription Agreement, except the filing with the Commission of a registration statement on an appropriate form for the purpose of registering for resale the Shares and any state securities laws filings or registrations.
Appears in 1 contract
Governmental Consent, etc. No consent, approval or authorization of or designation, declaration or filing with any governmental authority on the part of the Company is required in connection with the valid execution and delivery of this Agreement, or the offer, sale or issuance of the Shares, or the consummation of any other transaction contemplated hereby. (f), except the filing with the SEC of a registration statement on Form S-3 for the purpose of registering the Common Stock underlying the Shares and any state securities laws filings or registrations.
Appears in 1 contract
Samples: Subscription Agreement (Software Publishing Corp Holdings Inc)