Previous Issuances. All shares of capital stock and other securities issued by the Company prior to the Closing Date have been issued in transactions registered under or exempt from the registration requirements under the Securities Act and all applicable state securities or “blue sky” laws, and in compliance with all applicable corporate laws. The Company has not violated the Securities Act or any applicable state securities or “blue sky” laws in connection with the issuance of any shares of capital stock or other securities prior to the Closing Date. No Person has any rescission rights with respect to any shares of capital stock of the Company.
Appears in 10 contracts
Samples: Securities Purchase Agreement (Phoenix Venture Fund LLC), Securities Purchase Agreement (Phoenix Venture Fund LLC), Securities Purchase Agreement (Communication Intelligence Corp)
Previous Issuances. All shares of capital stock and other securities previously issued by the Company prior to the Closing Date have been issued in transactions registered under or exempt from the registration requirements under the Securities Act and all applicable state securities or “blue sky” laws, and in compliance with all applicable corporate laws. The Company has not violated the Securities Act or any applicable state securities or “blue sky” laws in connection with the previous issuance of any shares of capital stock or other securities prior to the Closing Date. No Person has any rescission rights with respect to any shares of capital stock of the Companysecurities.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Givemepower Corp), Securities Purchase Agreement (Givemepower Corp), Securities Purchase Agreement
Previous Issuances. All Except as set forth on Schedule 5.11, all shares of capital stock and other securities issued by the Company prior to the Closing Date have been issued in transactions registered under or exempt from the registration requirements under the Securities Act and all applicable state securities or “blue sky” laws, and in compliance with all applicable corporate laws. The Company has not violated the Securities Act or any applicable state securities or “blue sky” laws in connection with the issuance of any shares of capital stock or other securities prior to the Closing Date. No Person has any rescission rights with respect to any shares of capital stock of the Company.
Appears in 2 contracts
Samples: Series B Preferred Stock Purchase Agreement (Bain Capital Venture Integral Investors, LLC), Series B Preferred Stock Purchase Agreement (Edgar Online Inc)
Previous Issuances. All Except as disclosed on Schedule 5.11, all shares of capital stock and other securities issued by the Company prior to the Closing Date have been issued in transactions registered under or exempt from the registration requirements under the Securities Act and all applicable state securities or “blue sky” laws, and in compliance with all applicable corporate laws. The Company has not violated the Securities Act or any applicable state securities or “blue sky” laws in connection with the issuance of any shares of capital stock or other securities prior to the Closing Date. No Person has any rescission rights with respect to any shares of capital stock of the Company.
Appears in 2 contracts
Samples: Series C Preferred Stock Purchase Agreement (Princeton Review Inc), Series C Preferred Stock Purchase Agreement (Prides Capital Partners, LLC)
Previous Issuances. All shares of capital stock and other securities issued by the Company prior to the Closing Date have been issued in transactions registered under or exempt from the registration requirements under the Securities Act and all applicable state securities or “blue sky” laws, and in compliance with all applicable corporate laws. The Company has not violated the Securities Act or any applicable state securities or “blue sky” laws in connection with the issuance of any shares of capital stock or other securities prior to the Closing Date. No Person has any rescission rights with respect to any shares of capital stock of the Company.
Appears in 1 contract
Samples: Series E Preferred Stock Purchase Agreement (Princeton Review Inc)
