Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 325 contracts
Samples: Securities Purchase Agreement (N2OFF, Inc.), Securities Purchase Agreement (Bandera Partners LLC), Securities Purchase Agreement (MDJM LTD)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Buyer hereunder or pursuant to any of the other Transaction Documents Note, or the Buyers enforce Buyer enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person person or entity under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 97 contracts
Samples: Securities Purchase Agreement (Blue Star Foods Corp.), Securities Purchase Agreement (Tego Cyber, Inc.), Securities Purchase Agreement (Tego Cyber, Inc.)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 65 contracts
Samples: Note Purchase Agreement (QC Holdings, Inc.), Securities Purchase Agreement (Lj International Inc), Securities Purchase Agreement (Ediets Com Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers any Purchaser hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce any Purchaser enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 33 contracts
Samples: Securities Purchase Agreement (Security Devices International Inc.), Securities Purchase Agreement (Security Devices International Inc.), Securities Purchase Agreement (Security Devices International Inc.)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers any Purchaser hereunder or pursuant to the Warrants or any of the other Transaction Documents Purchaser enforces or the Buyers enforce or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, Company by a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 27 contracts
Samples: Securities Purchase Agreement (Sibling Group Holdings, Inc.), Securities Purchase Agreement (Shenzhen City Qianhai Xinshi Education Management Co., Ltd.), Securities Purchase Agreement (Orchid Biosciences Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers any Buyer hereunder or pursuant to any of the other Transaction Documents Documents, or the Buyers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 22 contracts
Samples: Securities Purchase Agreement (Jameson Inns Inc), Securities Purchase Agreement (Electroglas Inc), Securities Purchase Agreement (Quixote Corp)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Purchasers hereunder or pursuant to any of the other Transaction Documents or the Buyers Purchasers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 19 contracts
Samples: Securities Purchase Agreement (Genmar Holdings Inc), Securities Purchase Agreement (Endocare Inc), Securities Purchase Agreement (Datalink Net Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers any Purchaser hereunder or pursuant to the Additional Investment Rights or any of the other Transaction Documents Purchaser enforces or the Buyers enforce or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, Company by a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 12 contracts
Samples: Securities Purchase Agreement (Micro Imaging Technology, Inc.), Securities Purchase Agreement (Azco Mining Inc), Securities Purchase Agreement (Corvis Corp)
Payment Set Aside. To the extent that the Company or its Subsidiaries makes a payment or payments to the Buyers hereunder or any Purchaser pursuant to any of the other Transaction Documents Document or the Buyers enforce a Purchaser enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, such Subsidiary, a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 11 contracts
Samples: Securities Purchase Agreement (White River Energy Corp.), Securities Purchase Agreement (White River Energy Corp.), Securities Purchase Agreement (White River Energy Corp.)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers any Buyer hereunder or pursuant to any of the other Transaction Documents or any of the Buyers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 10 contracts
Samples: Securities Purchase Agreement (Rekor Systems, Inc.), Securities Purchase Agreement (Ipsidy Inc.), Securities Purchase Agreement (Lakeland Bancorp Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Buyer hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce Buyer enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 10 contracts
Samples: Securities Purchase Agreement (Medicine Man Technologies, Inc.), Securities Purchase Agreement, Securities Purchase Agreement (Medicine Man Technologies, Inc.)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Buyer hereunder or pursuant to any of the other Transaction Documents Note or the Buyers enforce Warrant, or exercise their the Buyer enforces or exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person person or entity under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 10 contracts
Samples: Securities Purchase Agreement (Cachet Financial Solutions, Inc.), Securities Purchase Agreement (Quantumsphere, Inc.), Securities Purchase Agreement (Hispanica International Delights of America, Inc.)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers any Purchaser hereunder or pursuant to the Warrants, or any of the other Transaction Documents Purchaser enforces or the Buyers enforce or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, Company by a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 9 contracts
Samples: Securities Purchase Agreement (International Isotopes Inc), Securities Purchase Agreement (MCF Corp), Securities Purchase Agreement (International Isotopes Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Purchasers hereunder or pursuant to any of the other Transaction Documents or the Buyers Purchasers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 9 contracts
Samples: Securities Purchase Agreement (OWC Pharmaceutical Research Corp.), Securities Purchase Agreement (Aastrom Biosciences Inc), Securities Purchase Agreement (Sunshine Heart, Inc.)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers any Subscriber hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce any Subscriber enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, Company or any Subsidiary by a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 7 contracts
Samples: Subscription Agreement (American Virtual Cloud Technologies, Inc.), Subscription Agreement (SMTC Corp), Subscription Agreement
Payment Set Aside. To the extent that the Company or PubCo makes a payment or payments to the Buyers hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 6 contracts
Samples: Common Stock Securities Purchase Agreement (Global Employment Holdings, Inc.), Notes Securities Purchase Agreement (Global Employment Holdings, Inc.), Preferred Stock Securities Purchase Agreement (Global Employment Holdings, Inc.)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.. [Signature Page Follows]
Appears in 6 contracts
Samples: Securities Purchase Agreement (E-Net Financial Com Corp), Securities Purchase Agreement (Starbase Corp), Securities Purchase Agreement (North American Datacom Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Investors hereunder or pursuant to any of the other Transaction Documents or the Buyers Investors enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Teo Foods Inc), Securities Purchase Agreement, Securities Purchase Agreement (WorldSpace, Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Purchasers hereunder or pursuant to any of the other Transaction Documents or the Buyers Purchasers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Earth Biofuels Inc), Securities Purchase Agreement (Earth Biofuels Inc), Securities Purchase Agreement (Earth Biofuels Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Purchaser hereunder or pursuant to any of under the other Transaction Documents Registration Rights Agreement or the Buyers enforce Purchaser enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Terra Nostra Resources Corp.), Common Stock Investment Agreement (Juno Online Services Inc), Securities Purchase Agreement (Liquidmetal Technologies Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Buyer hereunder or pursuant to any of the other Transaction Documents Note or the Buyers enforce Buyer enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person person or entity under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 6 contracts
Samples: Note Purchase Agreement (Liberated Solutions, Inc.), Note Purchase Agreement (Liberated Solutions, Inc.), Note Purchase Agreement (Liberated Solutions, Inc.)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Buyer hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce Buyer enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 5 contracts
Samples: Note Purchase Agreement (Manitex International, Inc.), Securities Purchase Agreement (Hutchinson Technology Inc), Securities Purchase Agreement (Energy Telecom, Inc.)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Buyer hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce Buyer enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 5 contracts
Samples: Note Purchase Agreement (Merisel Inc /De/), Note Purchase Agreement (Merisel Inc /De/), Note Purchase Agreement (Merisel Inc /De/)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Buyer hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce Buyer enforces or exercise their its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Healthextras Inc), Securities Purchase Agreement (Pacifichealth Laboratories Inc), Securities Purchase Agreement (Pacifichealth Laboratories Inc)
Payment Set Aside. To the extent that the Company or Parent makes a payment or payments to the Buyers hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, Parent, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Guardian 8 Holdings), Securities Purchase Agreement (Guardian 8 Holdings), Securities Purchase Agreement (EnerJex Resources, Inc.)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers hereunder or pursuant to any the Certificate of the other Transaction Documents Designations or the Buyers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.. * * * * * *
Appears in 4 contracts
Samples: Securities Purchase Agreement (General Magic Inc), Securities Purchase Agreement (Argosy Gaming Co), Securities Purchase Agreement (Yieldup International Corp)
Payment Set Aside. To the extent that the Company Corporation makes a payment or payments to the Buyers Purchasers hereunder or pursuant to any of the other Transaction Documents or the Buyers Purchasers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the CompanyCorporation, a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 4 contracts
Samples: Stock Purchase Agreement (Texas Capital Bancshares Inc/Tx), Stock Purchase Agreement (Prospect Capital Corp), Stock Purchase Agreement (Texas Capital Bancshares Inc/Tx)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers hereunder or any Purchaser pursuant to any of the other Transaction Documents Document or the Buyers enforce Agent or exercise their any Purchaser enforces or exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, any of its Subsidiaries, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Madison Technologies Inc.), Securities Purchase Agreement (AmeriCrew Inc.), Securities Purchase Agreement (PhoneBrasil International Inc)
Payment Set Aside. To the extent that the Company or any Selling Stockholder makes a payment or payments to the Buyers hereunder or any Investor pursuant to any of the other Transaction Documents Document or the Buyers enforce an Investor enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the CompanyCompany or such Selling Stockholder, a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Intra Asia Entertainment Corp), Securities Purchase Agreement (Concept Ventures Corp), Securities Purchase Agreement (Metretek Technologies Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreignfederal or state, state or federal foreign law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Allied Defense Group Inc), Securities Purchase Agreement (Allied Defense Group Inc), Securities Purchase Agreement (Allied Defense Group Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Buyer hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce Buyer enforces or exercise their its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.. [signature page follows]
Appears in 4 contracts
Samples: Securities Purchase Agreement (Generex Biotechnology Corp), Securities Purchase Agreement (Generex Biotechnology Corp), Securities Purchase Agreement (Generex Biotechnology Corp)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers any Subscriber hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce any Subscriber enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, Company or any Company Subsidiary by a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 4 contracts
Samples: Subscription Agreement (TherapeuticsMD, Inc.), Subscription Agreement (TherapeuticsMD, Inc.), Subscription Agreement (TherapeuticsMD, Inc.)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers any Purchaser hereunder or pursuant to the Warrants, or any of the other Transaction Documents Purchaser enforces or the Buyers enforce or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, Company by a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Mamma Com Inc), Securities Purchase Agreement (Bio Key International Inc), Securities Purchase Agreement (Mamma Com Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Buyer hereunder or pursuant to any of the other Transaction Documents or the Buyers Buyer enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Lord Global Corp), Securities Purchase Agreement (Cleanspark, Inc.), Securities Purchase Agreement (Cardiome Pharma Corp)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Buyer hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce Buyer enforces or exercise their exercises its heir rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Enerpulse Technologies, Inc.), Securities Purchase Agreement (Enerpulse Technologies, Inc.), Securities Purchase Agreement (Enerpulse Technologies, Inc.)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Investors hereunder or pursuant to any the Certificate of the other Transaction Documents Designations or the Buyers Investors enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.. * * * * * *
Appears in 3 contracts
Samples: Exchange Agreement (Efax Com Inc), Exchange Agreement (Efax Com Inc), Exchange Agreement (Efax Com Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Entremed Inc), Securities Purchase Agreement (E-Net Financial Com Corp), Securities Purchase Agreement (Dynamicweb Enterprises Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Purchaser hereunder or pursuant to under any of the other Transaction Documents Document or the Buyers enforce Purchaser enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, Company by a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 3 contracts
Samples: Purchase Agreement (Steel Connect, Inc.), Preferred Stock Purchase Agreement (ModusLink Global Solutions Inc), Preferred Stock Purchase Agreement (Falconstor Software Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers any Purchaser hereunder or pursuant to any of the other Transaction Documents Warrants or the Buyers enforce Purchaser enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, Company by a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Alanco Technologies Inc), Securities Purchase Agreement (Alanco Technologies Inc), Securities Purchase Agreement (Alanco Technologies Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Buyer hereunder or pursuant to any of the other Transaction Documents or the Buyers Buyer enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 3 contracts
Samples: Securities Purchase Agreement (8x8 Inc /De/), Securities Purchase Agreement, Securities Purchase Agreement (8x8 Inc /De/)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers any Purchaser hereunder or pursuant to the Notes or Warrants or any of the other Transaction Documents Purchaser enforces or the Buyers enforce or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, Company by a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Satcon Technology Corp), Securities Purchase Agreement (Ipix Corp), Securities Purchase Agreement (ProLink Holdings Corp.)
Payment Set Aside. To the extent that the Company Borrower makes a ----------------- payment or payments to the Buyers hereunder or any Lender pursuant to any of the other Transaction Documents Document or the Buyers enforce a Lender enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the CompanyBorrower, a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 3 contracts
Samples: Loan and Warrant Agreement (Zoltek Companies Inc), Loan and Warrant Agreement (Zoltek Companies Inc), Loan and Warrant Agreement (Zoltek Companies Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers any Purchaser hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce any Purchaser enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, Company or any Subsidiary by a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 3 contracts
Samples: Subscription Agreement (Dialogic Inc.), Subscription Agreement (Dialogic Inc.), Subscription Agreement (Tennenbaum Capital Partners LLC)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers any Buyer hereunder or pursuant to any of the other Transaction Documents Documents, or the Buyers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.. [signature page follows]
Appears in 3 contracts
Samples: Securities Purchase Agreement (Hollywood Media Corp), Securities Purchase Agreement (Hemispherx Biopharma Inc), Securities Purchase Agreement (Rsa Security Inc/De/)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers a Buyer hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce a Buyer enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Medicine Man Technologies, Inc.), Securities Purchase Agreement (Medicine Man Technologies, Inc.), Securities Purchase Agreement (Solar Enertech Corp)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers hereunder or pursuant to any of the other Transaction Documents Notes, or the Buyers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person person or entity under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration restoration, the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 3 contracts
Samples: Securities Purchase Agreement (CLS Holdings USA, Inc.), Securities Purchase Agreement (CLS Holdings USA, Inc.), Securities Purchase Agreement (CLS Holdings USA, Inc.)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Subscribers hereunder or pursuant to any of the other Transaction Documents or the Buyers Subscribers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 3 contracts
Samples: Subscription Agreement (Quotient LTD), Subscription Agreement (Quotient LTD), Subscription Agreement (Quotient LTD)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers any Buyer hereunder or pursuant to any the Registration Rights Agreement, the Certificate of the other Transaction Documents Designations or the Buyers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Alloy Online Inc), Securities Purchase Agreement (Midway Games Inc), Securities Purchase Agreement (Midway Games Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers any Purchaser hereunder or pursuant to any of either the other Transaction Documents Additional Investment Rights or the Buyers enforce Warrants, or exercise their any Purchaser enforces or exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, Company by a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Radview Software LTD), Securities Purchase Agreement (Stockeryale Inc), Securities Purchase Agreement (Stockeryale Inc)
Payment Set Aside. To the extent that the Company makes a payment ----------------- or payments to the Buyers hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.. [Signature Page Follows]
Appears in 3 contracts
Samples: Securities Purchase Agreement (Data Race Inc), Securities Purchase Agreement (Data Race Inc), Securities Purchase Agreement (Data Race Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers any Investor hereunder or pursuant to any of the other Transaction Documents Registration Rights Agreement or the Buyers enforce such Investor enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, Company or to a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then then, to the extent of any such restoration restoration, the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 3 contracts
Samples: Exchange Agreement (Proxymed Inc /Ft Lauderdale/), Exchange Agreement (Proxymed Inc /Ft Lauderdale/), Exchange Agreement (Proxymed Inc /Ft Lauderdale/)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers any Investor hereunder or pursuant to the Warrants, or any of the other Transaction Documents Investor enforces or the Buyers enforce or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, Company by a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Vineyard National Bancorp), Securities Purchase Agreement (Vineyard National Bancorp), Securities Purchase Agreement (InfoSearch Media, Inc.)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Purchasers hereunder or pursuant to any of under the other Transaction Documents Notes or the Buyers Purchasers enforce their rights or exercise their rights right of setoff hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 3 contracts
Samples: Note Purchase Agreement (Healthessentials Solutions Inc), Note Purchase Agreement (Healthessentials Solutions Inc), Note Purchase Agreement (Healthessentials Solutions Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Noteholders hereunder or pursuant to any of under the other Transaction Documents Registration Rights Agreement or the Buyers enforce Noteholders enforces or exercise exercises their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 2 contracts
Samples: Note Exchange Agreement (Liquidmetal Technologies Inc), Note Exchange Agreement (Liquidmetal Technologies Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers any Purchaser hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce any Purchaser enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, Company by a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Introgen Therapeutics Inc), Securities Purchase Agreement (Pfsweb Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Investor hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce Investor enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Great Basin Scientific, Inc.), Securities Purchase Agreement (Great Basin Scientific, Inc.)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Agent or Purchaser hereunder or pursuant to under the Note or Agent or Purchaser enforce any of the other Transaction Documents or the Buyers enforce rights or exercise their rights any right of setoff hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise setoff or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 2 contracts
Samples: Note Purchase Agreement (AE Biofuels, Inc.), Note and Warrant Purchase Agreement (AE Biofuels, Inc.)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers any Purchaser hereunder or pursuant to under any of the other Transaction Documents Document or the Buyers enforce any Purchaser enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, Company by a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Internet Commerce Corp), Securities Purchase Agreement (Internet Commerce Corp)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Investor hereunder or pursuant to any of the other Transaction Documents Notes or the Buyers Investor enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, by a trustee, receiver or any other Person person or entity under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Accident Prevention Plus Inc), Securities Purchase Agreement (BioMETRX)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, including any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 2 contracts
Samples: Securities Purchase Agreement (S7 Finance B.V.), Securities Purchase Agreement (MoneyOnMobile, Inc.)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Buyer hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce Buyer enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally original intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 2 contracts
Samples: Note Purchase Agreement (Energy Focus, Inc/De), Note Purchase Agreement (Energy Focus, Inc/De)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state state, territory or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 2 contracts
Samples: Securities Purchase Agreement (pSivida LTD), Securities Purchase Agreement (pSivida LTD)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers any Investor hereunder or pursuant to any of the other Transaction Documents Registration Rights Agreement or the Buyers enforce Warrants or exercise their such Investor enforces or exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 2 contracts
Samples: Redemption and Exchange Agreement (8x8 Inc /De/), Redemption and Exchange Agreement (8x8 Inc /De/)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Purchaser hereunder or pursuant to any of the other Transaction Documents Registration Rights Agreement or the Buyers enforce Purchaser enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 2 contracts
Samples: Investment Agreement (Probe Manufacturing Inc), Investment Agreement (Homeland Security Network, Inc.)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers hereunder or any Purchaser pursuant to any of the other Transaction Documents Document or the Buyers enforce any Purchaser enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, any of its Subsidiaries, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Eastside Distilling, Inc.), Securities Purchase Agreement (White River Energy Corp.)
Payment Set Aside. To the extent that the Company Corporation makes a payment or payments to the Buyers Purchasers hereunder or pursuant to any of the other Transaction Documents or the Buyers Purchasers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the CompanyCorporation, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Pinnacle Financial Partners Inc), Stock Purchase Agreement (Provident Bankshares Corp)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Investor hereunder or pursuant to any of the other Transaction Documents Notes or the Buyers enforce Investor enforces or exercise their its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, by a trustee, receiver or any other Person person or entity under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 2 contracts
Samples: Securities Purchase Agreement (BioMETRX), Securities Purchase Agreement (BioMETRX)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers hereunder or pursuant to any of the other Transaction Documents Registration Rights Agreement, the Notes or Warrants or the Buyers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, by a trustee, receiver or any other Person person under any law (including, without limitation, including any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Infinity Inc), Securities Purchase Agreement (Galaxy Energy Corp)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Investors hereunder or pursuant to any of the other Transaction Documents or the Buyers Investors enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 2 contracts
Samples: Exchange Agreement (Aphton Corp), Amendment and Exchange Agreement (Qiao Xing Universal Telephone Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration of the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Us Dataworks Inc), Securities Purchase Agreement (Us Dataworks Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers any Buyer hereunder or pursuant to any of the other Transaction Documents Investors Rights Agreement, the Certificate or the Buyers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.. [signature page follows]
Appears in 2 contracts
Samples: Securities Purchase Agreement (Clean Harbors Inc), Securities Purchase Agreement (Clean Harbors Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Investors hereunder or pursuant to any of the other Transaction Documents Amended Certificate or the Buyers Investors enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 2 contracts
Samples: Exchange Agreement (Ambi Inc), Exchange and Redemption Agreement (Ambi Inc)
Payment Set Aside. To the extent that the Company makes a ----------------- payment or payments to the Buyers Purchaser hereunder or pursuant to any of under the other Transaction Documents Registration Rights Agreement or the Buyers enforce Purchaser enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 2 contracts
Samples: Common Stock Purchase Agreement (Constellation 3d Inc), Common Stock Purchase Agreement (Constellation 3d Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers any Purchaser hereunder or pursuant to the Additional Investment Rights or any of the other Transaction Documents Purchaser enforces or the Buyers enforce or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, Company by a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Qmed Inc), Securities Purchase Agreement (Qmed Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Purchaser hereunder or pursuant to any of the other Transaction Documents Note, or the Buyers enforce Purchaser enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person person or entity under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Digerati Technologies, Inc.), Securities Purchase Agreement (Digerati Technologies, Inc.)
Payment Set Aside. To the extent that the Company makes a payment or ------------------- payments to the Buyers hereunder or any Purchaser pursuant to any of the other Transaction Documents Document or the Buyers enforce a Purchaser enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall shall, to the extent permissible under applicable law, be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 2 contracts
Samples: Securities Purchase Agreement (China World Trade Corp), Securities Purchase Agreement (China World Trade Corp)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state state, local or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Cryptyde, Inc.), Securities Purchase Agreement (Uni-Pixel)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Purchasers hereunder or pursuant to any of the other Transaction Documents Registration Rights Agreement or the Buyers Purchasers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Geron Corporation), Securities Purchase Agreement (Geron Corporation)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers hereunder or any Purchaser pursuant to any of the other Transaction Documents Document or the Buyers enforce a Purchaser enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by by, or are required to be refunded, repaid repaid, or otherwise restored to the Company, a trustee, receiver receiver, or any other Person under any law (including, without limitation, any bankruptcy law, foreignstate, state or federal law, common law law, or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Algorhythm Holdings, Inc.), Securities Purchase Agreement (Elevai Labs Inc.)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Investor hereunder or pursuant to any of the other Transaction Documents or the Buyers Investor enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Nanogen Inc), Share Purchase Agreement (I/Omagic Corp)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Buyer hereunder or pursuant to any of the other Transaction Documents Debenture or Warrant or the Buyers enforce Buyer enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.. * * * * * *
Appears in 2 contracts
Samples: Securities Purchase Agreement (Global Telephone Communication Inc /Nv/), Securities Purchase Agreement (Ebiz Enterprises Inc)
Payment Set Aside. To the extent that the Company or the Issuer makes a payment or payments to the Buyers hereunder or Purchaser pursuant to any of the other Transaction Documents Agreements or the Buyers enforce Purchaser enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the CompanyCompany or the Issuer, a trustee, receiver or any other Person person under any law (including, without limitation, including any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 2 contracts
Samples: Purchase Agreement (Glencore Holding Ag), Purchase Agreement (Polymet Mining Corp)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers any Purchaser hereunder or pursuant to the Warrant or any of the other Transaction Documents Purchaser enforces or the Buyers enforce or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, Company by a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 1 contract
Samples: Securities Purchase Agreement (Imageware Systems Inc)
Payment Set Aside. To the extent that the Company any Borrower makes a payment or payments to the Buyers hereunder or any Purchaser pursuant to any of the other Transaction Documents Document or the Buyers enforce a Purchaser enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Companya Borrower, a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 1 contract
Samples: Securities Purchase Agreement (Interpharm Holdings Inc)
Payment Set Aside. To the extent that the Company makes a payment ------------------ or payments to the Buyers hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 1 contract
Samples: Securities Purchase Agreement (Charys Holding Co Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Buyer hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce Buyer enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration restoration, the obligation or part thereof originally intended to be satisfied satisfied, shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 1 contract
Samples: Securities Purchase Agreement (Atlas Technology Group, Inc.)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.. * * * * * *
Appears in 1 contract
Samples: Securities Purchase Agreement (Altair International Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers any Purchaser hereunder or pursuant to the Warrants or any of the other Transaction Documents Purchaser enforces or the Buyers enforce or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, Company by a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 1 contract
Samples: Securities Purchase Agreement (Carrington Laboratories Inc /Tx/)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Holder hereunder or pursuant to any of the other Transaction Exchange Documents or the Buyers enforce Holder enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then then, to the extent of any such restoration restoration, the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 1 contract
Samples: Exchange Agreement (Nutracea)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Buyer hereunder or pursuant to any of the other Transaction Documents or the Buyers Buyer enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 1 contract
Samples: Securities Purchase Agreement (Natural Nutrition Inc.)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers each Buyer hereunder or pursuant to any of the other Transaction Documents Series A Preferred each Buyer enforces or the Buyers enforce or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person person or entity under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 1 contract
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers a Buyer hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce a Buyer enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, including any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 1 contract
Samples: Securities Purchase Agreement (Medicine Man Technologies, Inc.)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers any Purchaser hereunder or pursuant to the Transaction Documents, or any of the other Transaction Documents Purchaser enforces or the Buyers enforce or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, Company by a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 1 contract
Samples: Securities Purchase Agreement (Health Fitness Corp /MN/)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Buyer hereunder or pursuant to any of the other Transaction Documents Documents, or the Buyers enforce Buyer enforces or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 1 contract
Samples: Securities Purchase Agreement (Monogram Biosciences, Inc.)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers hereunder or pursuant to any of the other Transaction Documents or the Buyers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.. [SIGNATURE PAGE FOLLOWS]
Appears in 1 contract
Samples: Securities Purchase Agreement (G Iii Apparel Group LTD /De/)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Buyer hereunder or pursuant to any of the other Transaction Documents or the Buyers Buyer enforce or exercise their exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 1 contract
Samples: Securities Purchase Agreement (Natural Gas Systems Inc/New)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Investors hereunder or pursuant to any of under the other Transaction Documents Notes or Security Agreement or the Buyers Investors enforce or exercise their rights hereunder or thereunderunder the Notes or Security Agreement, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 1 contract
Samples: Conversion and Exchange Agreement (General Magic Inc)
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers Investor hereunder or pursuant to any of the other Transaction Documents Convertible Debentures or the Buyers Investor enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, by a trustee, receiver or any other Person person or entity under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 1 contract
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers hereunder or pursuant to any of the other Transaction Documents Registration Rights Agreement or the Notes or the Buyers enforce or exercise their rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.. * * * * * *
Appears in 1 contract
Payment Set Aside. To the extent that the Company makes a payment or payments to the Buyers hereunder or Holder pursuant to any of the other Transaction Documents this Agreement or the Buyers enforce Amended and Restated Certificate of Designation or exercise their the Holder enforces or exercises its rights hereunder or thereunder, and such payment or payments or the proceeds of such enforcement or exercise or any part thereof are subsequently invalidated, declared to be fraudulent or preferential, set aside, recovered from, disgorged by or are required to be refunded, repaid or otherwise restored to the Company, a trustee, receiver or any other Person person under any law (including, without limitation, any bankruptcy law, foreign, state or federal law, common law or equitable cause of action), then to the extent of any such restoration the obligation or part thereof originally intended to be satisfied shall be revived and continued in full force and effect as if such payment had not been made or such enforcement or setoff had not occurred.
Appears in 1 contract
Samples: Amended and Restated Agreement (Pacific Magtron International Corp)
