Common use of No Prohibitions Clause in Contracts

No Prohibitions. The sale of the Shares (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Company to any penalty, or in its reasonable judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Company of the sale of Shares or the Underlying Shares to the Purchaser (provided, however, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement).

Appears in 4 contracts

Samples: Convertible Preferred Stock Purchase Agreement (Multicom Publishing Inc), Convertible Preferred Stock Purchase Agreement (Incomnet Inc), Convertible Preferred Stock Purchase Agreement (Pipeline Technologies Inc)

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No Prohibitions. The sale purchase of and payment for the Shares (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Company Purchaser to any penalty, or in its reasonable judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Company Purchaser of the sale purchase of the Shares or the Underlying Shares to the Purchaser (provided, however, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement).;

Appears in 4 contracts

Samples: Convertible Preferred Stock Purchase Agreement (Multicom Publishing Inc), Convertible Preferred Stock Purchase Agreement (Multicom Publishing Inc), Convertible Preferred Stock Purchase Agreement (Pipeline Technologies Inc)

No Prohibitions. The sale purchase of and payment for the Shares Debentures (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Company Purchaser to any penalty, or in its reasonable judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Company Purchaser of the sale purchase of Shares the Debentures or the Underlying Shares to the Purchaser (provided, however, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement).;

Appears in 3 contracts

Samples: Escrow Agreement (Universal Medical Systems Inc), Convertible Debenture Agreement (Alottafun Inc), Convertible Debenture Purchase Agreement (Accord Advanced Technologies Inc)

No Prohibitions. The sale purchase of and payment for the Shares to be purchased by the Purchasers (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Company Purchasers to any penalty, or in its reasonable judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Company Purchasers of the sale purchase of the Shares or the Underlying Shares to the Purchaser (provided, however, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement).;

Appears in 2 contracts

Samples: Convertible Preferred Stock Purchase Agreement (Fonix Corp), Convertible Preferred Stock Purchase Agreement (Fonix Corp)

No Prohibitions. The sale of the Shares Debentures (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Company to any penalty, or in its reasonable judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Company of the sale of Shares Debentures or the Underlying Shares to the Purchaser (provided, however, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement).

Appears in 2 contracts

Samples: Escrow Agreement (Universal Medical Systems Inc), Convertible Debenture Agreement (Alottafun Inc)

No Prohibitions. The sale of the Shares (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Company to any penalty, or in its reasonable judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Company of the sale of Shares or the Underlying Shares to the Purchaser (providedPROVIDED, howeverHOWEVER, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement).; and

Appears in 2 contracts

Samples: Convertible Preferred Stock Purchase Agreement (Glasgal Communications Inc), Convertible Preferred Stock Purchase Agreement (Glasgal Communications Inc)

No Prohibitions. The sale purchase of and payment for the Shares (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Company Purchaser to any penalty, or in its reasonable judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Company Purchaser of the sale purchase of the Shares or the Underlying Shares to the Purchaser (providedPROVIDED, howeverHOWEVER, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement).;

Appears in 2 contracts

Samples: Convertible Preferred Stock Purchase Agreement (Glasgal Communications Inc), Convertible Preferred Stock Purchase Agreement (Cayenne Software Inc)

No Prohibitions. The sale of the Shares Debentures (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Company to any penalty, or in its reasonable judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Company of the sale of Shares Debentures or the Underlying Shares to the Purchaser (provided, however, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement).. -------------------------------------------------------------------------------

Appears in 1 contract

Samples: Escrow Agreement (Crys Tel Telecommunications Com Inc)

No Prohibitions. The sale of the Shares (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Company to any penalty, or in its reasonable judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Company of the sale of Shares or the Underlying Shares to the Purchaser (provided, however, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement).. 008258-00007/391115.4

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Network Imaging Corp)

No Prohibitions. The sale purchase of and payment for the Shares and the Warrant (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Company Purchaser to any penalty, or in its reasonable judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Company Purchaser of the sale purchase of Shares the Shares, the Warrant or the Underlying Shares to the Purchaser (provided, however, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement).;

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Wave Systems Corp)

No Prohibitions. The sale purchase of and payment for the Shares (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Company Purchaser to any penalty, or in its reasonable judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Company Purchaser of the sale purchase of the Shares or the Underlying Shares to the Purchaser (provided, however, that such regulationregula tion, law or onerous condition was not in effect in such form at the date of this Agreement).;

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Wave Systems Corp)

No Prohibitions. The sale purchase of and payment for the Shares to be purchased by the Purchaser (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Company Purchaser to any penalty, or in its reasonable judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Company Purchaser of the sale purchase of the Shares or the Underlying Shares to the Purchaser (provided, however, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement).;

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Fonix Corp)

No Prohibitions. The sale purchase of and payment for the Shares and the Warrant (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Company Purchaser to any penalty, or in its reasonable judgmentjudgement, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Company Purchaser of the sale purchase of Shares the Shares, the Warrant or the Underlying Shares to the Purchaser (provided, however, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement).;

Appears in 1 contract

Samples: Stock Purchase Agreement (Wave Systems Corp)

No Prohibitions. The sale of the Shares and the Warrant (and upon conversion or exercise (as the case may be) thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Company to any penalty, penalty or in its reasonable judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Company of the sale of Shares Shares, the Warrant or the Underlying Shares to the Purchaser (provided, however, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement).; and

Appears in 1 contract

Samples: Stock Purchase Agreement (Wave Systems Corp)

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No Prohibitions. The sale purchase of and payment for the Shares (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable appliable law or governmental regulation and (ii) shall not subject the Company Purchaser to any penalty, or in its reasonable judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Company Purchaser of the sale purchase of the Shares or the Underlying Shares to the Purchaser (provided, however, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement).;

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Incomnet Inc)

No Prohibitions. The sale purchase of and payment for the Shares Debentures (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Company Purchaser to any penalty, or in its reasonable judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Company Purchaser of the sale purchase of Shares the Debentures or the Underlying Shares to the Purchaser (provided, however, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement).; -------------------------------------------------------------------------------

Appears in 1 contract

Samples: Escrow Agreement (Crys Tel Telecommunications Com Inc)

No Prohibitions. The sale of the Shares Units (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Company to any penalty, or in its reasonable judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Company of the sale of Shares Units or the Underlying Shares to the Purchaser (provided, however, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement).

Appears in 1 contract

Samples: Convertible Debenture and Warrant Purchase Agreement (Empyrean Bioscience Inc)

No Prohibitions. The sale of the Shares Debentures (and upon conversion thereof, the Underlying Shares) hereunder (i1) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Company to any penalty, or in its reasonable judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Company of the sale of Shares Debentures or the Underlying Shares to the Purchaser (provided, however, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement).

Appears in 1 contract

Samples: Convertible Debenture Purchase Agreement (Accord Advanced Technologies Inc)

No Prohibitions. The sale purchase of and pay- ment for the Shares (and upon conversion thereof, the Underlying Shares) hereunder (ia) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (iib) shall not subject the Company Purchaser to any penalty, or in its reasonable judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Company Purchaser of the sale purchase of the Shares or the Underlying Shares to the Purchaser (providedPROVIDED, howeverHOWEVER, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement).;

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Glasgal Communications Inc)

No Prohibitions. The sale of the Shares (and upon conversion thereof, the issuance of the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Company to any penalty, or or, in its reasonable good faith judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Company of the sale of Shares or the Underlying Shares to the Purchaser Purchasers (provided, however, that such regulation, law or onerous condition was not publicly proposed or in effect in such form at the date of this Agreement).

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Cragar Industries Inc /De)

No Prohibitions. The sale purchase of and payment for the Shares Units (and upon conversion thereoftherefore, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Company Purchaser to any penalty, or in its reasonable judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Company Purchaser of the sale purchase of Shares the Units or the Underlying Shares to the Purchaser (provided, however, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement).;

Appears in 1 contract

Samples: Convertible Debenture and Warrant Purchase Agreement (Empyrean Bioscience Inc)

No Prohibitions. The sale of the Shares (and upon conversion thereof, the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Company to any penalty, or in its reasonable judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation that would materially reduce the benefits to the Company of the sale of Shares or the Underlying Shares to the Purchaser (providedPROVIDED, howeverHOWEVER, that such regulation, law or onerous condition was not in effect in such form at the date of this Agreement).; and

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Cayenne Software Inc)

No Prohibitions. The sale purchase of and payment for the Shares (and upon conversion thereof, the issuance of the Underlying Shares) hereunder (i) shall not be prohibited or enjoined (temporarily or permanently) by any applicable law or governmental regulation and (ii) shall not subject the Company Purchasers to any penalty, or or, in its their reasonable good faith judgment, any other onerous condition under or pursuant to any applicable law or governmental regulation regulations that would materially reduce the benefits to the Company Purchasers of the sale purchase of the Shares or the Underlying Shares to the Purchaser (provided, however, that such regulation, law or onerous condition was not publicly proposed or in effect in such form at the date of this Agreement).;

Appears in 1 contract

Samples: Convertible Preferred Stock Purchase Agreement (Cragar Industries Inc /De)

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