Common use of No Commitment for Additional Financing Clause in Contracts

No Commitment for Additional Financing. The Company acknowledges and agrees that none of the Investors has made any representation, undertaking, commitment or agreement to provide or assist the Company in obtaining any financing, investment or other assistance, other than the purchase of the Securities as set forth herein and subject to the conditions set forth herein and the Credit Agreement and related agreements contemplated by Section 4.14 and Section 5.4. In addition, the Company acknowledges and agrees that, except as set forth in the Credit Agreement (i) no statements, whether written or oral, made by an Investor or its respective representatives on or after the date hereof shall create an obligation, commitment or agreement to provide or assist the Company in obtaining any financing or investment, (ii) the Company shall not rely on any such statement by an Investor or its respective representatives and (iii) an obligation, commitment or agreement to provide or assist the Company in obtaining any financing or investment may only be created by a written agreement, signed by an Investor and the Company, setting forth the terms and conditions of such financing or investment and stating that the parties intend for such writing to be a binding obligation or agreement. Each Investor shall have the right, in its sole and absolute discretion, to refuse or decline to participate in any other financing of or investment in the Company and shall have no obligation to assist or cooperate with the Company in obtaining any financing, investment or other assistance except as set forth in the Credit Agreement.

Appears in 3 contracts

Samples: Preferred Stock Purchase Agreement, Adoption Agreement (Fulcrum Bioenergy Inc), Series C Preferred Stock Purchase Agreement (Fulcrum Bioenergy Inc)

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No Commitment for Additional Financing. The Issuer and the Company acknowledges acknowledge and agrees agree that none of the Investors has have not made any representation, undertaking, commitment or agreement to provide or assist the Issuer or the Company in obtaining any financing, investment or other assistance, other than to purchase the purchase of the Securities Convertible Notes as set forth herein and subject to the conditions set forth herein and the Credit Agreement and related agreements contemplated by Section 4.14 and Section 5.4herein. In addition, the Issuer and the Company acknowledges acknowledge and agrees that, except as set forth in the Credit Agreement agree that (ia) no statements, whether written or oral, made by an Investor the Investors or its respective representatives their Representatives on or after the date hereof of this Agreement shall create an obligation, commitment or agreement to provide or assist the Issuer or the Company in obtaining any financing or investment, (iib) neither the Issuer or the Company shall not rely on any such statement to the effect described in clause (a) by an Investor the Investors or its respective representatives their Representatives, and (iiic) an obligation, commitment or agreement to provide or assist the Issuer or the Company in obtaining any financing or investment may only be created by a written agreement, signed by an Investor the Investors, the Issuer and the Company, setting forth the terms and conditions of such financing or investment and stating that the parties intend for such writing to be a binding obligation or agreement. Each Investor The Investors shall have the right, in its their sole and absolute discretion, to refuse or decline to participate in any other financing of or investment in the Company Issuer or the Company, and shall have no obligation to assist or cooperate with the Issuer or the Company in obtaining any financing, investment or other assistance except as set forth in the Credit Agreementassistance.

Appears in 2 contracts

Samples: Subscription Agreement (DiamondHead Holdings Corp.), Subscription Agreement (DiamondHead Holdings Corp.)

No Commitment for Additional Financing. The Company acknowledges and agrees that none of the Investors no Purchaser has made any representation, undertaking, commitment or agreement to provide or assist the Company in obtaining any financing, investment or other assistance, other than the purchase of the Securities Shares as set forth herein and subject to the conditions set forth herein and cooperation in connection with the Credit Agreement and related agreements contemplated by Section 4.14 and Section 5.4Company’s proposed initial public offering (“IPO”) as described in the Transaction Documents. In addition, the Company acknowledges and agrees that, except as set forth in the Credit Agreement that (i) no statements, whether written or oral, made by an Investor the Purchaser or its respective representatives on or after the date hereof of this Agreement shall create an obligation, commitment or agreement to provide or assist the Company in obtaining any financing or investment, (ii) the Company shall not rely on any such statement by an Investor the Purchaser or its respective representatives representatives, and (iii) an obligation, commitment or agreement to provide or assist the Company in obtaining any financing or investment may only be created by a written agreement, signed by an Investor the Purchaser and the Company, setting forth the terms and conditions of such financing or investment and stating that the parties intend for such writing to be a binding obligation or agreement. Each Investor The Purchaser shall have the right, in its sole and absolute discretion, to refuse or decline to participate in any other financing of or investment in the Company Company, and shall have no obligation obligation, other than in connection with the IPO, to assist or cooperate with the Company in obtaining any financing, investment or other assistance except as set forth in the Credit Agreementassistance.

Appears in 2 contracts

Samples: Preferred Stock Purchase Agreement (ATAI Life Sciences B.V.), Preferred Stock Purchase Agreement (ATAI Life Sciences B.V.)

No Commitment for Additional Financing. The Company acknowledges and agrees that none of the Investors Subscriber has not made any representation, undertaking, commitment or agreement to provide or assist the Company in obtaining any financing, investment or other assistance, other than the purchase subscription of the Securities Shares as set forth herein and that certain Convertible Loan Agreement dated on or around December 16, 2015 and subject to the conditions set forth herein and the Credit Agreement and related agreements contemplated by Section 4.14 and Section 5.4therein. In addition, the Company acknowledges and agrees that, except as set forth in the Credit Agreement that (i) no statements, whether CRIPSR Therapeutics - Participation Agreement written or oral, made by an Investor Subscriber or its respective representatives on or after the date hereof of this Agreement shall create an obligation, commitment or agreement to provide or assist the Company in obtaining any financing or investment, (ii) the Company shall not rely on any such statement by an Investor Subscriber or its respective representatives and (iii) an obligation, commitment or agreement to provide or assist the Company in obtaining any financing or investment may only be created by a written agreement, signed by an Investor Subscriber and the Company, setting forth the terms and conditions of such financing or investment and stating that the parties intend for such writing to be a binding obligation or agreement. Each Investor Subscriber shall have the right, in its sole and absolute discretion, to refuse or decline to participate in any other financing of or investment in the Company Company, and shall have no obligation to assist or cooperate with the Company in obtaining any financing, investment or other assistance except as set forth in the Credit Agreementassistance.

Appears in 1 contract

Samples: Subscription Agreement (CRISPR Therapeutics AG)

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No Commitment for Additional Financing. The Company acknowledges and agrees that none neither Xxxxx Capital Investors nor any of the Investors its Affiliates has made any representation, undertaking, commitment or agreement to provide or assist the Company in obtaining any financing, investment or other assistance, other than the purchase exchange of the Securities Exchanges Units for the Preferred Tracking Stock as set forth herein and subject to the conditions set forth herein and the Credit Agreement and related agreements contemplated by Section 4.14 and Section 5.4herein. In addition, the Company acknowledges and agrees that, except as set forth in the Credit Agreement that (i) no statements, whether written or oral, made by an Investor Xxxxx Capital Investors or its respective representatives or Affiliates on or after the date hereof of this Agreement shall create an obligation, commitment or agreement to provide or assist the Company in obtaining any financing or investment, (ii) the Company shall not rely on any such statement by an Investor Xxxxx Capital Investors or its respective representatives or Affiliates and (iii) an obligation, commitment or agreement to provide or assist the Company in obtaining any financing or investment may only be created by a written agreement, signed by an Investor Xxxxx Capital Investors and the Company, setting forth the terms and conditions of such financing or investment and stating that the parties intend for such writing to be a binding obligation or agreement. Each Investor Xxxxx Capital Investors and its Affiliates shall have the right, in its sole and absolute discretion, to refuse or decline to participate in any other financing of or investment in the Company and shall have no obligation to assist or cooperate with the Company in obtaining any financing, investment or other assistance except as set forth in the Credit Agreementassistance.

Appears in 1 contract

Samples: Exchange Agreement (iBio, Inc.)

No Commitment for Additional Financing. The Each of the Company and DemeRx acknowledges and agrees that none of the Investors ATAI has not made any representation, undertaking, commitment or agreement to provide or assist the Company in obtaining any financing, investment or other assistance, other than the purchase of the Securities Shares as set forth herein and subject to the conditions set forth herein and herein, including the Credit Agreement and related agreements contemplated performance by Section 4.14 and Section 5.4ATAI of its obligations under the ATAI Note. In addition, each of the Company and DemeRx acknowledges and agrees that, except as set forth in the Credit Agreement that (i) no statements, whether written or oral, made by an Investor ATAI or its respective representatives on or after the date hereof of this Agreement shall create an obligation, commitment or agreement to provide or assist the Company in obtaining any financing or investment, (ii) the Company shall not rely on any such statement by an Investor ATAI or its respective representatives representatives, and (iii) an obligation, commitment or agreement to provide or assist the Company in obtaining any financing or investment may only be created by a written agreement, signed by an Investor ATAI and the Company, setting forth the terms and conditions of such financing or investment and stating that the parties intend for such writing to be a binding obligation or agreement. Each Investor ATAI shall have the right, in its sole and absolute discretion, to refuse or decline to participate in any other financing of or investment in the Company Company, and shall have no obligation to assist or cooperate with the Company in obtaining any financing, investment or other assistance except as set forth in the Credit Agreementassistance.

Appears in 1 contract

Samples: Series a Preferred Stock Purchase Agreement (ATAI Life Sciences B.V.)

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