Obligation Absolute. The Company’s obligations to issue and deliver the Conversion Shares upon conversion of this Debenture in accordance with the terms hereof are absolute and unconditional, irrespective of any action or inaction by the Holder to enforce the same, any waiver or consent with respect to any provision hereof, the recovery of any judgment against any Person or any action to enforce the same, or any setoff, counterclaim, recoupment, limitation or termination, or any breach or alleged breach by the Holder or any other Person of any obligation to the Company or any violation or alleged violation of law by the Holder or any other Person, and irrespective of any other circumstance which might otherwise limit such obligation of the Company to the Holder in connection with the issuance of such Conversion Shares; provided, however, that such delivery shall not operate as a waiver by the Company of any such action the Company may have against the Holder.
Appears in 14 contracts
Samples: Convertible Security Agreement (Jayud Global Logistics LTD), Convertible Security Agreement (World Moto, Inc.), Convertible Security Agreement (World Moto, Inc.)
Obligation Absolute. The Company’s obligations to issue and deliver the Conversion Shares upon conversion of this Debenture Note in accordance with the terms hereof are absolute and unconditional, irrespective of any action or inaction by the Holder to enforce the same, any waiver or consent with respect to any provision hereof, the recovery of any judgment against any Person or any action to enforce the same, or any setoff, counterclaim, recoupment, limitation or termination, or any breach or alleged breach by the Holder or any other Person of any obligation to the Company or any violation or alleged violation of law by the Holder or any other Person, and irrespective of any other circumstance which that might otherwise limit such obligation of the Company to the Holder in connection with the issuance of such Conversion Shares; provided, however, that such delivery shall not operate as a waiver by the Company of any such action the Company may have against the Holder.
Appears in 12 contracts
Samples: Senior Secured Convertible Promissory Note (Fathom Holdings Inc.), Senior Secured Convertible Note (Elicio Therapeutics, Inc.), Senior Secured Convertible Note (Douglas Elliman Inc.)
Obligation Absolute. The Company’s obligations to issue and deliver the Conversion Shares upon conversion of this Debenture Note in accordance with the terms hereof are absolute and unconditional, irrespective of any action or inaction by the Holder to enforce the same, any waiver or consent with respect to any provision hereof, the recovery of any judgment against any Person or any action to enforce the same, or any setoff, counterclaim, recoupment, limitation or termination, or any breach or alleged breach by the Holder or any other Person of any obligation to the Company or any violation or alleged violation of law by the Holder or any other Person, and irrespective of any other circumstance which might otherwise limit such obligation of the Company to the Holder in connection with the issuance of such Conversion Shares; provided, however, that such delivery shall not operate as a waiver by the Company of any such action the Company may have against the Holder.
Appears in 11 contracts
Samples: Convertible Note (Greenlane Holdings, Inc.), Note Purchase Agreement (Inspire Veterinary Partners, Inc.), Convertible Security Agreement (Inspire Veterinary Partners, Inc.)
Obligation Absolute. The Subject to the Companies Act, the Company’s obligations to issue and deliver the Conversion Shares upon conversion of this Debenture Series A Preference Shares in accordance with the terms hereof are absolute and unconditional, irrespective of any action or inaction by the a Holder to enforce the same, any waiver or consent with respect to any provision hereof, the recovery of any judgment against any Person or any action to enforce the same, or any setoffset-off, counterclaim, recoupment, limitation or termination, or any breach or alleged breach by the such Holder or any other Person of any obligation to the Company or any violation or alleged violation of law by the such Holder or any other Person, and irrespective of any other circumstance which might otherwise limit such obligation of the Company to the such Holder in connection with the issuance delivery of such Conversion Shares; provided, however, that such delivery shall not operate as a waiver by the Company of any such action the Company may have against the Holder.
Appears in 4 contracts
Samples: Securities Subscription Agreement, Securities Subscription Agreement, Securities Subscription Agreement (Amarin Corp Plc\uk)
Obligation Absolute. The Company’s obligations to issue and deliver the Qualified Securities or the Conversion Shares Shares, as applicable, upon conversion of this Debenture Note in accordance with the terms hereof are absolute and unconditional, irrespective of any action or inaction by the Holder to enforce the same, any waiver or consent with respect to any provision hereof, the recovery of any judgment against any Person or any action to enforce the same, or any setoff, counterclaim, recoupment, limitation or termination, or any breach or alleged breach by the Holder or any other Person of any obligation to the Company or any violation or alleged violation of law by the Holder or any other Person, and irrespective of any other circumstance which might otherwise limit such obligation of the Company to the Holder in connection with the issuance of such Qualified Securities or Conversion Shares; provided, however, that such delivery shall not operate as a waiver by the Company of any such action the Company may have against the Holder.
Appears in 4 contracts
Samples: Senior Secured Convertible Note (Stationdigital Corp), Senior Secured Convertible Note (Stationdigital Corp), Senior Secured Convertible Note (Stationdigital Corp)
Obligation Absolute. The Company’s obligations to issue and deliver the payment or Conversion Shares Shares, at its discretion, upon conversion of this Debenture Note in accordance with the terms hereof are is absolute and unconditional, irrespective of any action or inaction by the Holder to enforce the same, any waiver or consent with respect to any provision hereof, the recovery of any judgment against any Person or any action to enforce the same, or any setoff, counterclaim, recoupment, limitation or termination, or any breach or alleged breach by the Holder or any other Person of any obligation to the Company or any violation or alleged violation of law by the Holder or any other Person, and irrespective of any other circumstance which might otherwise limit such obligation of the Company to the Holder Holder. Failure to wire payment or deliver the Conversion Shares upon conversion of this Note in connection accordance with the issuance terms hereof shall constitute an Event of such Conversion Shares; provided, however, that such delivery shall not operate as a waiver by the Company of any such action the Company may have against the HolderDefault hereunder.
Appears in 3 contracts
Samples: Convertible Security Agreement (Ebix Inc), Convertible Security Agreement (Ebix Inc), Convertible Security Agreement (Ebix Inc)
Obligation Absolute. The CompanyCorporation’s obligations obligation to issue and deliver the Conversion Shares upon conversion of this Debenture Preferred Stock in accordance with the terms hereof are absolute and unconditional, irrespective of any action or inaction by the a Holder to enforce the same, any waiver or consent with respect to any provision hereof, the recovery of any judgment against any Person or any action to enforce the same, or any setoff, counterclaim, recoupment, limitation or termination, or any breach or alleged breach by the such Holder or any other Person of any obligation to the Company Corporation or any violation or alleged violation of law by the such Holder or any other Personperson, and irrespective of any other circumstance which might otherwise limit such obligation of the Company Corporation to the such Holder in connection with the issuance of such Conversion Shares; provided, however, that such delivery shall not operate as a waiver by the Company Corporation of any such action that the Company Corporation may have against the such Holder.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Charge Enterprises, Inc.), Exchange Agreement (Accelerize Inc.), Transaction Agreement (CytoDyn Inc.)
Obligation Absolute. The Company’s obligations to issue and deliver the Conversion Shares upon conversion of this Debenture Note in accordance with the terms hereof are absolute and unconditional, irrespective of any action or inaction by the Holder to enforce the same, any waiver or consent with respect to any provision hereof, the recovery of any judgment against any Person or any action to enforce the same, or any setoff, counterclaim, recoupment, limitation or termination, or any breach or alleged breach by the Holder or any other Person of any obligation to the Company or any violation or alleged violation of law by the Holder or any other Person, and irrespective of any other circumstance which might otherwise limit such obligation of the Company to the Holder in connection with the issuance of such Conversion Shares; provided, however, that such delivery . Failure to deliver the Conversion Shares upon conversion of this Note in accordance with the terms hereof shall not operate as a waiver by the Company constitute an Event of any such action the Company may have against the HolderDefault hereunder.
Appears in 2 contracts
Samples: Convertible Security Agreement (Ebix Inc), Convertible Security Agreement (Ebix Inc)
Obligation Absolute. The Company’s 's obligations to issue and deliver the Conversion Shares upon conversion of this Debenture the Note in accordance with the terms hereof are absolute and unconditional, irrespective of any action or inaction by the Holder Payee to enforce the same, any waiver or consent with respect to any provision hereof, the recovery of any judgment against any Person person or entity (either, a "Person") or any action to enforce the same, or any setoff, counterclaim, recoupment, limitation or termination, or any breach or alleged breach by the Holder Payee or any other Person of any obligation to the Company or any violation or alleged violation of law by the Holder Payee or any other Person, and irrespective of any other circumstance which with might otherwise limit such obligation of the Company to the Holder Payee in connection with the issuance of such Conversion Shares; provided, however, that such delivery shall not operate as a waiver by the Company of any such action the Company may have against the HolderPayee.
Appears in 2 contracts
Samples: Unsecured Promissory Note (Pinnacle Resources Inc), Unsecured Promissory Note (Pinnacle Resources Inc)
Obligation Absolute. The CompanyCorporation’s obligations obligation to issue and deliver the Conversion Shares upon conversion of this Debenture Series A Preferred Stock in accordance with the terms hereof are absolute and unconditional, irrespective of any action or inaction by the a Holder to enforce the same, any waiver or consent with respect to any provision hereof, the recovery of any judgment against any Person or any action to enforce the same, or any setoff, counterclaim, recoupment, limitation or termination, or any breach or alleged breach by the such Holder or any other Person of any obligation to the Company Corporation or any violation or alleged violation of law by the such Holder or any other Personperson, and irrespective of any other circumstance which might otherwise limit such obligation of the Company Corporation to the such Holder in connection with the issuance of such Conversion Shares; provided, however, that such delivery shall not operate as a waiver by the Company Corporation of any such action that the Company Corporation may have against the such Holder.
Appears in 2 contracts
Samples: Securities Purchase Agreement (1847 Goedeker Inc.), Securities Purchase Agreement (1847 Goedeker Inc.)
Obligation Absolute. The CompanyCorporation’s obligations obligation to issue and deliver the Conversion Shares upon conversion of this Debenture Series A-1 Preferred Stock in accordance with the terms hereof are absolute and unconditional, irrespective of any action or inaction by the a Holder to enforce the same, any waiver or consent with respect to any provision hereof, the recovery of any judgment against any Person or any action to enforce the same, or any setoff, counterclaim, recoupment, limitation or termination, or any breach or alleged breach by the such Holder or any other Person of any obligation to the Company Corporation or any violation or alleged violation of law by the such Holder or any other Personperson, and irrespective of any other circumstance which might otherwise limit such obligation of the Company Corporation to the such Holder in connection with the issuance of such Conversion Shares; provided, however, that such delivery shall not operate as a waiver by the Company Corporation of any such action that the Company Corporation may have against the such Holder.
Appears in 2 contracts
Samples: Securities Purchase Agreement (1847 Goedeker Inc.), Securities Purchase Agreement (1847 Goedeker Inc.)
Obligation Absolute. The Company’s obligations to issue and deliver the Conversion Note Shares upon conversion of this Debenture Convertible Note in accordance with the terms hereof are absolute and unconditional, irrespective of any action or inaction by the Holder to enforce the same, any waiver or consent with respect to any provision hereof, the recovery of any judgment against any Person or any action to enforce the same, or any setoff, counterclaim, recoupment, limitation or termination, or any breach or alleged breach by the Holder or any other Person of any obligation to the Company or any violation or alleged violation of law by the Holder or any other Person, and irrespective of any other circumstance which might otherwise limit such obligation of the Company to the Holder in connection with the issuance of such Conversion Note Shares; provided, however, that such delivery shall not operate as a waiver by the Company of any such action the Company may have against the Holder.
Appears in 1 contract
Samples: Convertible Security Agreement (Petrosearch Energy Corp)
Obligation Absolute. The Company’s 's obligations to issue -------------------- and deliver the Conversion Note Shares upon conversion of this Debenture Convertible Note in accordance with the terms hereof are absolute and unconditional, irrespective of any action or inaction by the Holder to enforce the same, any waiver or consent with respect to any provision hereof, the recovery of any judgment against any Person or any action to enforce the same, or any setoff, counterclaim, recoupment, limitation or termination, or any breach or alleged breach by the Holder or any other Person of any obligation to the Company or any violation or alleged violation of law by the Holder or any other Person, and irrespective of any other circumstance which might otherwise limit such obligation of the Company to the Holder in connection with the issuance of such Conversion Note Shares; provided, however, that such delivery -------- ------- shall not operate as a waiver by the Company of any such action the Company may have against the Holder.
Appears in 1 contract
Samples: Convertible Security Agreement (Petrosearch Energy Corp)
Obligation Absolute. The Company’s 's obligations to issue and deliver the Conversion Underlying Shares upon conversion of this Debenture in accordance with the terms hereof are absolute and unconditional, irrespective of any action or inaction by the Holder to enforce the same, any waiver or consent with respect to any provision hereof, the recovery of any judgment against any Person or any action to enforce the same, or any setoff, counterclaim, recoupment, limitation or termination, or any breach or alleged breach by the Holder or any other Person of any obligation to the Company or any violation or alleged violation of law by the Holder or any other Personperson, and irrespective of any other circumstance which might otherwise limit such obligation of the Company to the Holder in connection with the issuance of such Conversion Underlying Shares; provided, however, that such delivery shall not operate as a waiver by the Company of any such action the Company may have against the Holder.
Appears in 1 contract