NONCIRCUMVENTION. The Corporation hereby covenants and agrees that the Corporation will not, by amendment of its Certificate of Incorporation or through any reorganization, transfer of assets, consolidation, merger, dissolution, issue or sale of securities, or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms of this Note, and will at all times carry out all of the provisions of this Note.
Appears in 5 contracts
Samples: Convertible Note Agreement (X-Change Corp), Convertible Note Agreement (X-Change Corp), Convertible Note Agreement (Ironman Energy Partners II LP)
NONCIRCUMVENTION. The Corporation Company hereby covenants and agrees that the Corporation Company will not, by amendment of its Certificate Articles of Incorporation Incorporation, Bylaws or through any reorganization, transfer of assets, consolidation, merger, scheme of arrangement, dissolution, issue or sale of securities, or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms of this Note, and will at all times in good faith carry out all of the provisions of this Note.
Appears in 3 contracts
Samples: Convertible Note Agreement (Adcare Health Systems, Inc), Convertible Note Agreement (Adcare Health Systems, Inc), Subordinated Convertible Note (Adcare Health Systems, Inc)
NONCIRCUMVENTION. The Corporation hereby Corporationhereby covenants and agrees that the Corporation will Corporationwill not, by amendment of its Certificate of Incorporation or through any reorganization, transfer of assets, consolidation, merger, dissolution, issue or sale of securities, or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms of this Note, and will at all times carry out all of the provisions of this Note.
Appears in 2 contracts
Samples: Convertible Note Agreement (Samson Investment CO), Convertible Note Agreement (Samson Investment CO)
NONCIRCUMVENTION. The Corporation Company hereby covenants and agrees that the Corporation it will not, by amendment of its Certificate of Incorporation constitution, or through any reorganization, transfer of assets, consolidation, merger, scheme of arrangement, dissolution, issue issuance or sale of securities, or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms of this Noteapplicable to CVRs hereunder, and will at all times in good faith carry out all of the provisions of this NoteAgreement.
Appears in 2 contracts
Samples: Contingent Value Right Agreement, Contingent Value Right Agreement (Mallinckrodt PLC)
NONCIRCUMVENTION. The Corporation Company hereby covenants and agrees that the Corporation Company will not, by amendment of its Certificate of Incorporation governing documents or through any reorganization, transfer of assets, consolidation, merger, scheme of arrangement, dissolution, issue or sale of securities, or any other voluntary action, avoid take any action designed or seek intended to avoid the observance or performance of any of the terms of this NoteWarrant, and will at all times carry out in good faith comply with all of the provisions of this NoteWarrant.
Appears in 2 contracts
Samples: Underwriter’s Warrant Agreement (SONDORS Inc.), Representative’s Warrant Agreement (SONDORS Inc.)
NONCIRCUMVENTION. The Corporation Company hereby covenants and agrees that the Corporation Company will not, by amendment of its Certificate certificate of Incorporation incorporation, bylaws or through any reorganization, transfer of assets, consolidation, merger, scheme of arrangement, dissolution, issue or sale of securities, or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms of this Note, and will at all times in good faith carry out all of the provisions of this Note.
Appears in 2 contracts
Samples: Note and Warrant Purchase Agreement (Amicus Therapeutics Inc), Note and Warrant Purchase Agreement (Amicus Therapeutics Inc)
NONCIRCUMVENTION. The Corporation Company hereby covenants and agrees that the Corporation Company will not, by amendment of its Certificate articles of Incorporation incorporation, bylaws or through any reorganization, transfer of assets, consolidation, merger, scheme of arrangement, dissolution, issue or sale of securities, or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms of this Note, and will at all times in good faith carry out all of the provisions of this Note and take all action as may be required to protect the rights of the Holder of this Note.
Appears in 2 contracts
Samples: Unsecured Convertible Promissory Note (Li3 Energy, Inc.), Unsecured Convertible Promissory Note (MYOS Corp)
NONCIRCUMVENTION. The Corporation Company hereby covenants and agrees that the Corporation Company will not, by amendment of its Certificate certificate of Incorporation incorporation, bylaws or through any reorganization, transfer of assets, consolidation, merger, scheme of arrangement, dissolution, issue or sale of securities, or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms of this NoteWarrant, and will at all times in good faith carry out all of the provisions of this NoteWarrant and take all action as may be required to protect the rights of the Holder.
Appears in 2 contracts
Samples: Investment Agreement (Handy & Harman Ltd.), Investment Agreement (ModusLink Global Solutions Inc)
NONCIRCUMVENTION. The Corporation Company hereby covenants and agrees that the Corporation Company will not, by amendment of its Certificate of Incorporation Incorporation, bylaws or through any reorganization, transfer of assets, consolidation, merger, scheme of arrangement, dissolution, issue or sale of securities, or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms of this NoteCertificate of Designation, and will at all times in good faith carry out all of the provisions of this NoteCertificate of Designation and take all action as may be required to protect the rights of the Holders.
Appears in 1 contract
Samples: Securities Purchase Agreement (MGT Capital Investments, Inc.)
NONCIRCUMVENTION. The Corporation hereby Company covenants and agrees that the Corporation it will not, by amendment of its Certificate of Incorporation to charter documents or through any reorganization, transfer of assets, consolidation, merger, scheme of arrangement, dissolution, issue of securities or sale of securities, or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms of this Note, and will at all times carry out all of transactions contemplated in the provisions of this NoteNote Documents.
Appears in 1 contract
Samples: Convertible Note Purchase Agreement (Kingold Jewelry, Inc.)
NONCIRCUMVENTION. The Corporation Company hereby covenants and agrees that the Corporation it will not, by amendment of its Certificate of Incorporation constitution, or through any reorganization, transfer of assets, consolidation, merger, scheme of arrangement, dissolution, issue issuance or sale of securities, or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms of this Noteapplicable to Warrants hereunder, and will at all times in good faith carry out all of the provisions of this NoteAgreement.
Appears in 1 contract
Samples: Warrant Agreement (Mallinckrodt PLC)
NONCIRCUMVENTION. The Corporation Company hereby covenants and agrees that the Corporation Company will not, by amendment of its Certificate of Incorporation Incorporation, bylaws or through any reorganization, transfer of assets, consolidation, merger, scheme of arrangement, dissolution, issue or sale of securities, or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms of this NoteCertificate of Designation, and will at all times in good faith carry out all of the provisions of this NoteCertificate of Designation and take all action as may be required to protect the rights of the Holders.
Appears in 1 contract
Samples: Merger Agreement (Tiger Media, Inc.)
