No Violation or Conflict. Neither the issuance of the Warrant nor the issuance and sale of the Shares nor the performance of the Company’s obligations under this Agreement will: (i) violate, conflict with, result in a breach of, or constitute a default (or an event which with the giving of notice or the lapse of time or both would be reasonably likely to constitute a default) under (a) the charter or bylaws of the Company or (b) any decree, judgment, order or determination applicable to the Company of any court, governmental agency or body having jurisdiction over the Company or over the properties or assets of the Company or (c) any contract, agreement, instrument or undertaking to which the Company or any subsidiary is a party; or (ii) result in the creation or imposition of any lien, charge or encumbrance upon the Securities except in favor of Purchasers as described herein;
Appears in 5 contracts
Samples: Securities Purchase Agreement (Brain Scientific Inc.), Securities Purchase Agreement (Brain Scientific Inc.), Securities Purchase Agreement (Jerrick Media Holdings, Inc.)
No Violation or Conflict. Neither the issuance of the Warrant nor the issuance and sale of the Shares nor the performance of the Company’s obligations under this Agreement will:
(i) violate, conflict with, result in a breach of, or constitute a default (or an event which with the giving of notice or the lapse of time or both would be reasonably likely to constitute a default) under (a) the charter or bylaws of the Company or (b) any decree, judgment, order or determination applicable to the Company of any court, governmental agency or body having jurisdiction over the Company or over the properties or assets of the Company or (c) any contract, agreement, instrument or undertaking to which the Company or any subsidiary is a party; or
(ii) result in the creation or imposition of any lien, charge or encumbrance upon the Securities Shares except in favor of Purchasers Subscriber as described herein;
Appears in 4 contracts
Samples: Securities Purchase Agreement (Meridian Waste Solutions, Inc.), Subscription Agreement (Meridian Waste Solutions, Inc.), Subscription Agreement (Meridian Waste Solutions, Inc.)
No Violation or Conflict. Neither the issuance of the Warrant nor the issuance and sale of the Shares Securities nor the performance of the Company’s obligations under this Agreement will:
(i) violate, conflict with, result in a breach of, or constitute a default (or an event which with the giving of notice or the lapse of time or both would be reasonably likely to constitute a default) under (a) the charter or bylaws of the Company or (b) any decree, judgment, order or determination applicable to the Company of any court, governmental agency or body having jurisdiction over the Company or over the properties or assets of the Company or (c) any contract, agreement, instrument or undertaking to which the Company or any subsidiary is a party; or
(ii) result in the creation or imposition of any lien, charge or encumbrance upon the Securities except in favor of Purchasers Subscriber as described herein;
Appears in 2 contracts
Samples: Stock Purchase Agreement (DM Products, Inc.), Subscription Agreement (SimplePons, Inc.)
No Violation or Conflict. Neither the issuance of the Warrant nor the issuance and sale of the Shares nor the performance of the Company’s obligations under this Agreement will:
(i) violate, conflict with, result in a breach of, or constitute a default (or an event which with the giving of notice or the lapse of time or both would be reasonably likely to constitute a default) under (a) the charter or bylaws of the Company or (b) any decree, judgment, order or determination applicable to the Company of any court, governmental agency or body having jurisdiction over the Company or over the properties or assets of the Company or (c) any contract, agreement, instrument or undertaking to which the Company or any subsidiary is a party; or
(ii) result in the creation or imposition of any lien, charge or encumbrance upon the Securities Shares except in favor of Purchasers Subscriber as described herein;
Appears in 2 contracts
Samples: Subscription Agreement (Wizard World, Inc.), Subscription Agreement (Conolog Corp)
No Violation or Conflict. Neither the issuance of the Warrant nor the issuance and sale of the Shares Securities nor the performance of the Company’s obligations under this Agreement will:
(i) violate, conflict with, result in a breach of, or constitute a default (or an event which with the giving of notice or the lapse of time or both would be reasonably likely to constitute a default) under (a) the charter or bylaws of the Company or (b) any decree, judgment, order or determination applicable to the Company of any court, governmental agency or body having jurisdiction over the Company or over the properties or assets of the Company or (c) any contract, agreement, instrument or undertaking to which the Company or any subsidiary is a party; or
(ii) result in the creation or imposition of any lien, charge or encumbrance upon the Securities except in favor of Purchasers Subscriber as described herein;
Appears in 2 contracts
Samples: Subscription Agreement (Jerrick Media Holdings, Inc.), Subscription Agreement (Sports Field Holdings, Inc.)
No Violation or Conflict. Neither the issuance of the Warrant nor the issuance and sale of the Shares nor the performance of the Company’s obligations under this Agreement will:
(i) violate, conflict with, result in a breach of, or constitute a default (or an event which with the giving of notice or the lapse of time or both would be reasonably likely to constitute a default) under (a) the charter or bylaws of the Company or (b) any decree, judgment, order or determination applicable to the Company of any court, governmental agency or body having jurisdiction over the Company or over the properties or assets of the Company or (c) any contract, agreement, instrument or undertaking to which the Company or any subsidiary is a party; or
(ii) result in the creation or imposition of any lien, charge or encumbrance upon the Securities Shares except in favor of Purchasers Subscriber as described herein;
Appears in 2 contracts
Samples: Subscription Agreement (JD International LTD), Subscription Agreement (Tel Instrument Electronics Corp)
No Violation or Conflict. Neither the issuance of the Warrant nor the issuance and sale of the Shares Note nor the performance of the Company’s obligations under this Agreement will:
(i) violate, conflict with, result in a breach of, or constitute a default (or an event which with the giving of notice or the lapse of time or both would be reasonably likely to constitute a default) under (a) the charter or bylaws of the Company or (b) any decree, judgment, order or determination applicable to the Company of any court, governmental agency or body having jurisdiction over the Company or over the properties or assets of the Company or (c) any contract, agreement, instrument or undertaking to which the Company or any subsidiary is a party; or
(ii) result in the creation or imposition of any lien, charge or encumbrance upon the Securities except in favor of Purchasers Purchaser as described herein;
Appears in 2 contracts
Samples: Securities Purchase Agreement (Blockchain Industries, Inc.), Securities Purchase Agreement (Blockchain Industries, Inc.)
No Violation or Conflict. Neither the issuance of the Warrant nor the issuance and sale of the Shares nor the performance of the Company’s obligations under this Agreement agreement or any other agreement or exhibits delivered in connection herewith will:
(i) violate, conflict with, result in a breach of, or constitute a default (or an event which with the giving of notice or the lapse of time or both would be reasonably likely to constitute a default) under (a) the charter or bylaws of the Company or (b) any decree, judgment, order or determination applicable to the Company of any court, governmental agency or body having jurisdiction over the Company or over the properties or assets of the Company or (c) any contract, agreement, instrument or undertaking to which the Company or any subsidiary is a partyCompany; or
(ii) result in the creation or imposition of any lien, charge or encumbrance upon the Securities Shares except in favor of Purchasers as described hereinPurchaser;
Appears in 2 contracts
Samples: Common Stock Purchase Agreement (New World Technologies, Inc.), Common Stock Purchase Agreement (New World Technologies, Inc.)
No Violation or Conflict. Neither the issuance of the Warrant nor the issuance and sale of the Shares nor the performance of the Company’s obligations under this Agreement will:
(i) violate, conflict with, result in a breach of, or constitute a default (or an event which with the giving of notice or the lapse of time or both would be reasonably likely to constitute a default) under (a) the charter Certificate of Incorporation, or bylaws Bylaws of the Company or any other organizational documents of the Company or (b) any decree, judgment, order or determination applicable to the Company of any court, governmental agency or body having jurisdiction over the Company or over the properties or assets of the Company or (c) any contract, agreement, instrument or undertaking to which the Company or any subsidiary is a partyCompany; or
(ii) result in the creation or imposition of Encumbrance of any lien, charge kind or encumbrance nature whatsoever upon the Securities Shares except in favor of Purchasers the Subscriber as described herein;
Appears in 2 contracts
Samples: Subscription Agreement, Subscription Agreement (Akers Biosciences Inc)
No Violation or Conflict. Neither the issuance of the Warrant nor the issuance and sale of the Shares Securities nor the performance of the Company’s obligations under this Agreement will:
(i) violate, conflict with, result in a breach of, or constitute a default (or an event which with the giving of notice or the lapse of time or both would be reasonably likely to constitute a default) under (a) the charter or bylaws of the Company or (b) any decree, judgment, order or determination applicable to the Company of any court, governmental agency or body having jurisdiction over the Company or over the properties or assets of the Company or (c) any contract, agreement, instrument or undertaking to which the Company or any subsidiary is a party; oror Exhibit 10.1
(ii) result in the creation or imposition of any lien, charge or encumbrance upon the Securities except in favor of Purchasers Subscriber as described herein;.
Appears in 1 contract
Samples: Equity Purchase Agreement (New Asia Holdings, Inc.)
No Violation or Conflict. Neither the issuance of the Warrant nor the issuance and sale of the Shares nor the performance of the Company’s obligations under this Agreement will:
(i) violate, conflict with, result in a breach of, or constitute a default (or an event which with the giving of notice or the lapse of time or both would be reasonably likely to constitute a default) under (a) the charter or bylaws of the Company or (b) any decree, judgment, order or determination applicable to the Company of any court, governmental agency or body having jurisdiction over the Company or over the properties or assets of the Company or (c) any contract, agreement, instrument or undertaking to which the Company or any subsidiary is a party; or
(ii) result in the creation or imposition of any lien, charge or encumbrance upon the Securities Shares or Warrant except in favor of Purchasers Subscriber as described herein;
Appears in 1 contract
No Violation or Conflict. Neither the issuance of the Warrant nor the issuance and sale of the Shares nor the performance of the Company’s obligations under this Agreement will:
(i) violate, conflict with, result in a breach of, or constitute a default (or an event which with the giving of notice or the lapse of time or both would be reasonably likely to constitute a default) under (a) the charter or bylaws of the Company or (b) any decree, judgment, order or determination applicable to the Company of any court, governmental agency or body having jurisdiction over the Company or over the properties or assets of the Company or (c) any contract, agreement, instrument or undertaking to which the Company or any subsidiary is a party; or
(ii) result in the creation or imposition of any lien, charge or encumbrance upon the Securities except in favor of Purchasers Investor as described herein;
Appears in 1 contract
Samples: Securities Purchase Agreement (Jerrick Media Holdings, Inc.)
No Violation or Conflict. Neither Assuming the representations and warranties of the Subscriber in Section 3 are true and correct, neither the issuance of the Warrant nor the issuance and sale of the Shares Debentures nor the performance of the Company’s obligations under this Agreement and all other Transaction Documents entered into by the Company relating thereto will:
(i) violate, conflict with, result in a breach of, or constitute a default (or an event which with the giving of notice or the lapse of time or both would be reasonably likely to constitute a default) under (aA) the articles or certificate of incorporation, charter or bylaws of the Company Company, or (bB) to the Company’s knowledge, any decree, judgment, order order, law, treaty, rule, regulation or determination applicable to the Company of any court, governmental agency or body body, or arbitrator having jurisdiction over the Company or over the properties or assets of the Company or (c) any contract, agreement, instrument or undertaking to which the Company or any subsidiary is a partyof its Affiliates; or
(ii) result in the creation or imposition of any lien, charge or encumbrance upon the Securities except in favor Debentures or any of Purchasers as described herein;the assets of the Company or any of its Subsidiaries.
Appears in 1 contract
Samples: Subscription Agreement (American Antiquities, Inc.)
No Violation or Conflict. Neither the issuance of the Warrant nor the issuance and sale of the Shares Securities nor the performance of the Company’s obligations under this Agreement the Transaction Documents will:
(i) violate, conflict with, result in a breach of, or constitute a default (or an event which with the giving of notice or the lapse of time or both would be reasonably likely to constitute a default) under (a) the charter or bylaws of the Company or Company, (b) any decree, judgment, order or determination applicable to the Company of any court, governmental agency or body having jurisdiction over the Company or over the properties or assets of the Company Company, or (ciii) any contract, agreement, instrument contract or undertaking agreement to which the Company or any subsidiary is a partyparty or is bound; or
(ii) result in the creation or imposition of any lien, charge or encumbrance Encumbrance upon the Securities Shares except in favor of Purchasers Subscriber as described herein;
Appears in 1 contract
Samples: Securities Subscription Agreement (Blue Sphere Corp.)
No Violation or Conflict. Neither the issuance of the Warrant nor the issuance and sale of the Shares Securities nor the performance of the Company’s obligations under this Agreement will:
(i) violate, conflict with, result in a breach of, or constitute a default (or an event which with the giving of notice or the lapse of time or both would be reasonably likely to constitute a default) under (a) the charter or bylaws of the Company or (b) any decree, judgment, order or determination applicable to the Company of any court, governmental agency or body having jurisdiction over the Company or over the properties or assets of the Company or (c) any contract, agreement, instrument or undertaking to which the Company or any subsidiary is a party; or
(ii) result in the creation or imposition of any lien, charge or encumbrance upon the Securities except in favor of Purchasers Subscriber as described herein;.
Appears in 1 contract
Samples: Equity Purchase Agreement (New Asia Holdings, Inc.)
No Violation or Conflict. Neither the issuance of the Shares or Warrant nor the issuance and sale of the Shares nor the performance of the Company’s obligations under this Agreement the Transaction Documents will:
(i) violate, conflict with, result in a breach of, or constitute a default (or an event which with the giving of notice or the lapse of time or both would be reasonably likely to constitute a default) under (a) the charter Operating Agreement or bylaws Bylaws of the Company or (b) any decree, judgment, order or determination applicable to the Company of any court, governmental agency or body having jurisdiction over the Company or over the properties or assets of the Company or (c) any contract, agreement, instrument or undertaking to which the Company or any subsidiary is a partyCompany; or
(ii) result in the creation or imposition of any lien, charge or encumbrance upon the Securities securities issuable upon exercise or conversion of the Untis and Warrant except in favor of Purchasers Subscriber as described herein;
Appears in 1 contract
No Violation or Conflict. Neither the issuance of the Warrant nor the issuance and sale of the Shares nor the performance of the Company’s obligations under this Agreement will:
(i) violate, conflict with, result in a breach of, or constitute a default (or an event which with the giving of notice or the lapse of time or both would be reasonably likely to constitute a default) under (a) the charter or bylaws of the Company or (b) any decree, judgment, order or determination applicable to the Company of any court, governmental agency or body having jurisdiction over the Company or over the properties or assets of the Company or (c) any contract, agreement, instrument or undertaking to which the Company or any subsidiary is a partyCompany; or
(ii) result in the creation or imposition of any lien, charge or encumbrance upon the Securities except in favor of Purchasers as described herein;
Appears in 1 contract
Samples: Securities Purchase Agreement (Jerrick Media Holdings, Inc.)