Poison Pill. The Company and its Board of Directors have taken all necessary action, if any, in order to render inapplicable any control share acquisition, business combination, poison pill (including any distribution under a rights agreement) or other similar anti-takeover provision under the Company’s Certificate of Incorporation (or similar charter documents) or the laws of its state of incorporation that is or could become applicable to the Purchasers as a result of the Purchasers and the Company fulfilling their obligations or exercising their rights under this Agreement and the Transaction Documents, including without limitation the Company's issuance of the Securities and the Purchasers’ ownership of the Securities.
Appears in 5 contracts
Samples: Preferred Stock and Warrant Purchase Agreement (Access Pharmaceuticals Inc), Preferred Stock and Warrant Purchase Agreement (Access Pharmaceuticals Inc), Preferred Stock and Warrant Purchase Agreement (Access Pharmaceuticals Inc)
Poison Pill. The Company and its Board of Directors have taken all necessary action, if any, in order to render inapplicable any control share acquisition, business combination, poison pill (including any distribution under a rights agreement) or other similar anti-takeover provision under the Company’s Certificate of Incorporation (or similar charter documents) or the laws of its state of incorporation that is or could become applicable to the Purchasers as a result of the Purchasers and the Company fulfilling their obligations or exercising their rights under this Agreement and the Transaction Documents, including without limitation the Company's ’s issuance of the Securities and the Purchasers’ ownership of the Securities.
Appears in 5 contracts
Samples: Convertible Note and Warrant Purchase Agreement (Access Pharmaceuticals Inc), Preferred Stock and Warrant Purchase Agreement (Sco Capital Partners LLC), Convertible Note and Warrant Purchase Agreement (Access Pharmaceuticals Inc)
Poison Pill. The Company Seller and its Board of Directors have taken all necessary action, if any, in order to render inapplicable any control share acquisition, business combination, poison pill (including any distribution under a rights agreement) or other similar anti-takeover provision under the CompanySeller’s Certificate of Incorporation (or similar charter documents) or the laws of its state of incorporation that is or could become applicable to the Purchasers as a result of the Purchasers and the Company Seller fulfilling their obligations or exercising their rights under this Agreement and the Transaction Related Documents, including without limitation the Company's ’s issuance of the Securities and the Purchasers’ ownership of the Securities.
Appears in 1 contract
Samples: Preferred Stock and Warrant Purchase Agreement (Genetronics Biomedical Corp)
Poison Pill. The Company and its Board of Directors have taken all necessary action, if any, in order to render inapplicable any control share acquisition, business combination, poison pill (including any distribution under a rights agreement) or other similar anti-takeover provision under the Company’s Certificate of Incorporation (or similar charter documents) or the laws of its state of incorporation that is or could become applicable to the Purchasers as a result of the Purchasers and the Company fulfilling their obligations or exercising their rights under this Agreement and the Transaction Documents, including without limitation the Company's ’s issuance of the Securities and the Purchasers’ ownership of the Securities. The Purchasers each acknowledge and agree that the Company does not make or has not made any representations or warranties with respect to the transactions contemplated hereby other than those set forth in this Agreement and in the other Transaction Documents.
Appears in 1 contract
Samples: Securities Purchase Agreement (Inovio Biomedical Corp)
Poison Pill. The Company Seller and its Board of Directors have taken all necessary action, if any, in order to render inapplicable any control share acquisition, business combination, poison pill (including any distribution under a rights agreement) or other similar anti-takeover provision under the CompanySeller’s Certificate Articles of Incorporation (or similar charter documents) or the laws of its state of incorporation that is or could become applicable to the Purchasers as a result of the Purchasers and the Company Seller fulfilling their obligations or exercising their rights under this Agreement and the Transaction Related Documents, including without limitation the Company's ’s issuance of the Securities and the Purchasers’ ownership of the Securities.
Appears in 1 contract
Samples: Preferred Stock and Warrant Purchase Agreement (Neorx Corp)
Poison Pill. The Company Seller and its Board of Directors have taken all necessary action, if any, in order to render inapplicable any control share acquisition, business combination, poison pill (including any distribution under a rights agreement) or other similar anti-takeover provision under the CompanySeller’s Certificate Articles of Incorporation (or similar charter documents) or the laws of its state jurisdiction of incorporation that is or could become applicable to the Purchasers as a result of the Purchasers and the Company Seller fulfilling their obligations or exercising their rights under this Agreement and the Transaction Related Documents, including without limitation the Company's Seller’s issuance of the Securities and the Purchasers’ ownership of the Securities.
Appears in 1 contract
