Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.
Appears in 362 contracts
Samples: Securities Purchase Agreement (MGO Global Inc.), Securities Purchase Agreement (REZOLVE AI LTD), Securities Purchase Agreement (Evaxion Biotech a/S)
Real Property Holding Corporation. The Company is not now and has never been a U.S. “United States real property holding corporation within corporation” as defined in the meaning of Section 897 of Code and any applicable regulations promulgated thereunder. The Company has filed with the Internal Revenue Code of 1986Service all statements, as amendedif any, and the Company shall so certify upon Purchaser’s requestwith its United States income tax returns which are required under such regulations.
Appears in 36 contracts
Samples: Class B 1 Preferred Unit Purchase Agreement (Learn SPAC HoldCo, Inc.), Class D Preferred Unit Purchase Agreement (Learn SPAC HoldCo, Inc.), Class B Preferred Unit Purchase Agreement (Learn SPAC HoldCo, Inc.)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaserthe Representative’s request.
Appears in 23 contracts
Samples: Underwriting Agreement (Founder Group LTD), Underwriting Agreement (Founder Group LTD), Underwriting Agreement (Chromocell Therapeutics Corp)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon a Purchaser’s request.
Appears in 22 contracts
Samples: Securities Purchase Agreement (Momentus Inc.), Securities Purchase Agreement (Rani Therapeutics Holdings, Inc.), Securities Purchase Agreement (Applied Digital Corp.)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.
Appears in 21 contracts
Samples: Securities Purchase Agreement (Eterna Therapeutics Inc.), Securities Purchase Agreement (Enlivex Therapeutics Ltd.), Securities Purchase Agreement (Biofrontera Inc.)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.. (nn)
Appears in 18 contracts
Samples: Securities Purchase Agreement (ASLAN Pharmaceuticals LTD), Securities Purchase Agreement (Legend Oil & Gas, Ltd.), Securities Purchase Agreement (Legend Oil & Gas, Ltd.)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.. (kk)
Appears in 12 contracts
Samples: Securities Purchase Agreement (Meta Materials Inc.), Securities Purchase Agreement (Meta Materials Inc.), Securities Purchase Agreement (Revelation Biosciences, Inc.)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon any Purchaser’s request.
Appears in 12 contracts
Samples: Securities Purchase Agreement (Vsee Health, Inc.), Securities Purchase Agreement (Chromocell Therapeutics Corp), Securities Purchase Agreement (Fresh Vine Wine, Inc.)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon the Purchaser’s request.
Appears in 12 contracts
Samples: Securities Purchase Agreement (Eyenovia, Inc.), Securities Purchase Agreement (Eyenovia, Inc.), Securities Purchase Agreement (Eyenovia, Inc.)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon any Purchaser’s reasonable request.
Appears in 10 contracts
Samples: Securities Subscription Agreement, Securities Purchase Agreement (Mri Interventions, Inc.), Securities Purchase Agreement (Mri Interventions, Inc.)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s 's request.
Appears in 10 contracts
Samples: Securities Purchase Agreement (Live Current Media Inc.), Securities Purchase Agreement (Sphere 3D Corp), Securities Purchase Agreement (Better Choice Co Inc.)
Real Property Holding Corporation. The Company is not now and has never been a U.S. real property holding corporation within "United States Real Property Holding Corporation" as defined in Section 897(c)(2) of the meaning Code and Section 1.897-2(b) of Section 897 of the Regulations promulgated by the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s requestService.
Appears in 10 contracts
Samples: Series D Preferred Stock Purchase Agreement (Chemgenics Pharmaceuticals Inc), Series E Preferred Stock Purchase Agreement (Chemgenics Pharmaceuticals Inc), Preferred Stock Purchase Agreement (Chemgenics Pharmaceuticals Inc)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaserthe Manager’s request.
Appears in 9 contracts
Samples: At the Market Offering Agreement (Terran Orbital Corp), At the Market Offering Agreement (ThermoGenesis Holdings, Inc.), At the Market Offering Agreement (Stronghold Digital Mining, Inc.)
Real Property Holding Corporation. The Company is not now and has never been a U.S. “United States real property holding corporation within corporation” as defined in the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s requestany applicable regulations promulgated thereunder.
Appears in 8 contracts
Samples: Securities Purchase Agreement (Biofrontera Inc.), Securities Purchase Agreement (Biofrontera Inc.), Securities Purchase Agreement (SAB Biotherapeutics, Inc.)
Real Property Holding Corporation. The Company is not and has never been a U.S. United States real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amendedCode, and the Company shall so certify upon Purchaser’s request.
Appears in 8 contracts
Samples: Securities Purchase Agreement (Virpax Pharmaceuticals, Inc.), Securities Purchase Agreement (Virpax Pharmaceuticals, Inc.), Securities Purchase Agreement (ShiftPixy, Inc.)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.. (mm)
Appears in 8 contracts
Samples: Securities Purchase Agreement (Palladyne AI Corp.), Securities Purchase Agreement (Revelation Biosciences, Inc.), Securities Purchase Agreement (Arcadia Biosciences, Inc.)
Real Property Holding Corporation. The Company is not and not, nor has never been ever been, a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon PurchaserBuyer’s request.
Appears in 8 contracts
Samples: Securities Purchase Agreement (Amish Naturals, Inc.), Securities Purchase Agreement (Amish Naturals, Inc.), Securities Purchase Agreement (Earth Biofuels Inc)
Real Property Holding Corporation. The Company is not now and has never been a U.S. “United States real property holding corporation within the meaning of corporation” as defined in Section 897 897(c)(2) of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s requestregulations promulgated thereunder.
Appears in 7 contracts
Samples: Securities Purchase Agreement (Himalaya Technologies, Inc), Securities Purchase Agreement (Grover Vikram P), Securities Purchase Agreement (2050 Motors, Inc.)
Real Property Holding Corporation. The Company is not and has never been a U.S. United States real property holding corporation within the meaning of Section 897 897(c)(2) of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s requestany regulations promulgated thereunder.
Appears in 7 contracts
Samples: Securities Purchase Agreement (Stationdigital Corp), Securities Purchase Agreement (Stationdigital Corp), Securities Purchase Agreement (Stationdigital Corp)
Real Property Holding Corporation. The Company is not not, and has never not been at any time, a U.S. United States real property holding corporation within the meaning of as defined in Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s requestCode.
Appears in 6 contracts
Samples: Stock Purchase Agreement (SGX Pharmaceuticals, Inc.), Collaborative Research and License Agreement (Versicor Inc /Ca), Stock Purchase Agreement (Cubist Pharmaceuticals Inc)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon PurchaserInvestor’s request.
Appears in 6 contracts
Samples: Securities Purchase Agreement (Qualigen Therapeutics, Inc.), Securities Purchase Agreement (Virpax Pharmaceuticals, Inc.), Underwriting Agreement (Jowell Global Ltd.)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaserany Investor’s request.
Appears in 5 contracts
Samples: Securities Purchase Agreement (Digital Brands Group, Inc.), Securities Purchase Agreement (Digital Brands Group, Inc.), Securities Purchase Agreement (Digital Brands Group, Inc.)
Real Property Holding Corporation. The Company is not now and has never been a U.S. "United States real property holding corporation within corporation" as defined in the meaning of Section 897 of Code and any applicable regulations promulgated thereunder. The Company has filed with the Internal Revenue Code of 1986Service all statements, as amendedif any, and the Company shall so certify upon Purchaser’s requestwith its United States income tax returns which are required under such regulations.
Appears in 5 contracts
Samples: Preferred Stock Purchase Agreement (Opgen Inc), Securities Purchase Agreement (WESTMOUNTAIN Co), Series a Preferred Stock and Warrant Purchase Agreement (Farmstead Telephone Group Inc)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.. (ll)
Appears in 5 contracts
Samples: Securities Purchase Agreement (Achieve Life Sciences, Inc.), Securities Purchase Agreement (Tivic Health Systems, Inc.), Securities Purchase Agreement (Tivic Health Systems, Inc.)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within as defined in the meaning of Section 897 of the United States Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.
Appears in 5 contracts
Samples: Common Stock Purchase Agreement (AntriaBio, Inc.), Purchase Agreement (AntriaBio, Inc.), Purchase Agreement (Rezolute, Inc.)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaserthe Representative’s request.. (hh)
Appears in 5 contracts
Samples: Underwriting Agreement (CHF Solutions, Inc.), Underwriting Agreement (Dolphin Entertainment, Inc.), Underwriting Agreement (Dolphin Entertainment, Inc.)
Real Property Holding Corporation. The Company is not and nor has never been ever been, a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaserany Buyer’s request.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Emisphere Technologies Inc), Securities Purchase Agreement (Emisphere Technologies Inc), Securities Purchase Agreement (Emisphere Technologies Inc)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Loop Industries, Inc.), Securities Purchase Agreement (Loop Industries, Inc.), Securities Purchase Agreement (Raptor Pharmaceutical Corp)
Real Property Holding Corporation. The Company is not not, and has never been not been, a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.
Appears in 4 contracts
Samples: Underwriting Agreement (Washington Trust Bancorp Inc), Underwriting Agreement (M&t Bank Corp), Distribution Agreement (M&t Bank Corp)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Intellipharmaceutics International Inc.), Securities Purchase Agreement (Intellipharmaceutics International Inc.), Securities Purchase Agreement (Intellipharmaceutics International Inc.)
Real Property Holding Corporation. The Company is not, and does not and has never been intend to become, a U.S. “United States real property holding corporation corporation” within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s requestany applicable regulations promulgated thereunder.
Appears in 4 contracts
Samples: Unsecured Pik Convertible Notes Purchase Agreement (Uber Technologies, Inc), Unsecured Pik Convertible Notes Purchase Agreement (Uber Technologies, Inc), Unsecured Pik Convertible Notes Purchase Agreement (Uber Technologies, Inc)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.. (oo)
Appears in 4 contracts
Samples: Securities Purchase Agreement (Virax Biolabs Group LTD), Securities Purchase Agreement (Soupman, Inc.), Securities Purchase Agreement (Stevia First Corp.)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaseran Investor’s request.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Inspire Veterinary Partners, Inc.), Securities Purchase Agreement (Vitro Biopharma, Inc.), Securities Purchase Agreement (Mitesco, Inc.)
Real Property Holding Corporation. The Company is not and has never been a U.S. United States real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.
Appears in 4 contracts
Samples: Securities Purchase Agreement (Alpine 4 Holdings, Inc.), Securities Purchase Agreement (Aralez Pharmaceuticals Inc.), Securities Purchase Agreement (Aralez Pharmaceuticals Inc.)
Real Property Holding Corporation. The Company Company, on a consolidated basis, is not and has never been been, a U.S. “United States real property holding corporation within the meaning of corporation” as that term is defined in Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s requestCode.
Appears in 3 contracts
Samples: Series C Preferred Stock Purchase Agreement, Series C Preferred Stock Purchase Agreement (Fulcrum Bioenergy Inc), Series C Preferred Stock Purchase Agreement (Fulcrum Bioenergy Inc)
Real Property Holding Corporation. The Company is not, has not and has never been ever been, nor, while any Buyer holds any Securities, will not become, a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amendedCode, and the Company shall so certify upon Purchaser’s any Buyer's request.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Adeona Pharmaceuticals, Inc.), Securities Purchase Agreement (Lucas Energy, Inc.), Securities Purchase Agreement (IsoRay, Inc.)
Real Property Holding Corporation. The Company is not and since May 24, 2013 has never not been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Arch Therapeutics, Inc.), Securities Purchase Agreement (Arch Therapeutics, Inc.), Securities Purchase Agreement (Arch Therapeutics, Inc.)
Real Property Holding Corporation. The Company is not not, and has never not been at any time during the past 5 years, a U.S. "United States real property holding corporation corporation" within the meaning of Section 897 897(c)(2) of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.
Appears in 3 contracts
Samples: Investment Agreement (Ciba Specialty Chemicals Holding Inc /Fi/), Agreement (Goldman Sachs Group Inc), Investment Agreement (Hexcel Corp /De/)
Real Property Holding Corporation. The Company is not and has never not been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, (the “Code”) and the Company shall so certify upon Purchaser’s request.
Appears in 3 contracts
Samples: Securities Purchase Agreement (ObsEva SA), Securities Purchase Agreement (ObsEva SA), Securities Purchase Agreement (ObsEva SA)
Real Property Holding Corporation. The Company is not currently, and never has never been been, a U.S. “United States real property holding corporation within the meaning of corporation,” as defined in Section 897 897(c)(2) of the Internal Revenue Code of 1986, as amendedamended (the “Code”), and Treasury Regulation Section 1.897-2(b). The Company has filed with the Company shall so certify upon Purchaser’s requestInternal Revenue Service all statements, if any, with its United States income tax returns which are required under Section 1.897-2(h) of the Treasury Regulations.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Neutral Tandem Inc), Stock Purchase Agreement (Neutral Tandem Inc), Stock Purchase Agreement (Neutral Tandem Inc)
Real Property Holding Corporation. The Neither the Company nor any Subsidiary is not and or ever has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Minim, Inc.), Securities Purchase Agreement (Minim, Inc.), Securities Purchase Agreement (Titan Pharmaceuticals Inc)
Real Property Holding Corporation. The Company is not now and has never been a U.S. “United States real property holding corporation within corporation” as defined in the meaning of Section 897 of Code and any applicable regulations promulgated thereunder. The Company has filed with the Internal Revenue Code of 1986Service all statements, as amendedif any, and the Company shall so certify upon Purchaser’s requestwith its federal income tax returns which are required under such regulations.
Appears in 3 contracts
Samples: Securities Purchase Agreement (P3 Health Partners Inc.), Securities Purchase Agreement (Chicago Pacific Founders UGP, LLC), Securities Purchase Agreement (P3 Health Partners Inc.)
Real Property Holding Corporation. The Company is not now and has never been a U.S. “United States real property holding corporation within corporation” as defined in the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s requestany applicable regulations promulgated thereunder.
Appears in 2 contracts
Samples: Interest Purchase Agreement (Caladrius Biosciences, Inc.), Unit Purchase Agreement (Caladrius Biosciences, Inc.)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s reasonable request.
Appears in 2 contracts
Samples: Securities Subscription Agreement, Securities Subscription Agreement (Amarin Corp Plc\uk)
Real Property Holding Corporation. The Company is not, has not and has never been ever been, nor, while any Buyer holds any Securities, will not become, a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amendedCode, and the Company shall so certify upon Purchaserany Buyer’s request.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Amerigon Inc), Securities Purchase Agreement (Utek Corp)
Real Property Holding Corporation. The Company is not and not, has never been been, and so long as any Securities remain outstanding, shall not become, a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaserany Buyer’s request.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Probility Media Corp), Securities Purchase Agreement (Probility Media Corp)
Real Property Holding Corporation. The Company is not and or has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Opgen Inc), Securities Purchase Agreement (Opgen Inc)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon a Purchaser’s request.. (gg)
Appears in 2 contracts
Samples: Securities Purchase Agreement (Galera Therapeutics, Inc.), Securities Purchase Agreement (Momentus Inc.)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaserthe Manager’s request.. |||
Appears in 2 contracts
Samples: At the Market Offering Agreement (eFFECTOR Therapeutics, Inc.), At the Market Offering Agreement (eFFECTOR Therapeutics, Inc.)
Real Property Holding Corporation. The Company is not and has never been been, and so long as any of the Preferred Shares are held by any of the purchasers, shall become, a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.
Appears in 2 contracts
Samples: Series D Preferred Stock Purchase Agreement (SANUWAVE Health, Inc.), Series C Preferred Stock Purchase Agreement (SANUWAVE Health, Inc.)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s the Representatives’ request.
Appears in 2 contracts
Samples: Underwriting Agreement (Xuhang Holdings LTD), Underwriting Agreement (Xuhang Holdings LTD)
Real Property Holding Corporation. The Company is not and not, nor has never been ever been, a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s Buyer's request.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Clearly Canadian Beverage Corp), Securities Purchase Agreement (Millennium Cell Inc)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, (the "Code") and the Company shall so certify upon Purchaser’s 's request.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Dynatronics Corp), Securities Purchase Agreement (Dynatronics Corp)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s the Purchasers’ request.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Velo3D, Inc.), Securities Purchase Agreement (Velo3D, Inc.)
Real Property Holding Corporation. The Company is not and not, nor has never been it ever been, a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon any Purchaser’s request.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Sunshine Heart, Inc.), Securities Purchase Agreement (Sunshine Heart, Inc.)
Real Property Holding Corporation. The Company is not and not, nor has never been it ever been, a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaserany Buyer’s request.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Nanogen Inc), Securities Purchase Agreement (Cash Systems Inc)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaserthe Investor’s request.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Zhibao Technology Inc.), Securities Purchase Agreement (Healthcare Triangle, Inc.)
Real Property Holding Corporation. The Company is not and not, has never been been, and so long as any Exchanged Debentures remain outstanding, shall not become a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon PurchaserInvestor’s request.
Appears in 2 contracts
Samples: Exchange Agreement (Trico Marine Services Inc), Exchange Agreement (Trico Marine Services Inc)
Real Property Holding Corporation. The Company is not and not, nor has never been it ever been, a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Xxxxxxxx Xxxxxxx Code of 1986, as amendedamended (the “Code”), and the Company shall so certify upon Purchaserany Buyer’s request.
Appears in 1 contract
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s Investor's request.
Appears in 1 contract
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986Code, as amended, and the Company shall so certify upon Purchaser’s request.
Appears in 1 contract
Real Property Holding Corporation. The Company is not and not, nor ---------------------------------------- has never been ever been, a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s Investor's request.
Appears in 1 contract
Samples: Securities Exchange Agreement (Charys Holding Co Inc)
Real Property Holding Corporation. The Company is not and has never been been, and so long as any of the Securities are held by the Purchaser, shall become, a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.
Appears in 1 contract
Samples: Securities Purchase Agreement (SANUWAVE Health, Inc.)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s Purchasers’ request.
Appears in 1 contract
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon any Purchaser’s request.. (kk)
Appears in 1 contract
Samples: Securities Purchase Agreement (China Natural Resources Inc)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.
Appears in 1 contract
Samples: Securities Purchase Agreement (Agile Therapeutics Inc)
Real Property Holding Corporation. The Company is not and not, nor has never been ever been, a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaserany Investor’s request.
Appears in 1 contract
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon PurchaserSeaside’s request.. (mm)
Appears in 1 contract
Samples: Securities Purchase Agreement (Applied Visual Sciences, Inc.)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s the Agents’ request.
Appears in 1 contract
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amendedamended (the “Code”), and the Company shall so certify upon Purchaser’s request.
Appears in 1 contract
Samples: Securities Purchase Agreement (Aeterna Zentaris Inc.)
Real Property Holding Corporation. The Company is not and has never been a U.S. UnitedStates real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s the Underwriters’ request.
Appears in 1 contract
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchasera Holder’s request.
Appears in 1 contract
Real Property Holding Corporation. The Company is not not, and has never been been, a U.S. “United States real property holding corporation within the meaning of corporation” as that term is defined in Section 897 of the Internal Revenue Code of 1986, as amended, and amended (the Company shall so certify upon Purchaser’s request“Code”).
Appears in 1 contract
Samples: Share Purchase Agreement (Power 3 Medical Products Inc)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request..
Appears in 1 contract
Samples: Securities Exchange Agreement (22nd Century Group, Inc.)
Real Property Holding Corporation. The Company is not not, and has never not been at any time a U.S. "United States real property holding corporation within the meaning of "as defined in Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s requestCode.
Appears in 1 contract
Real Property Holding Corporation. The Company is not not, and has never been not ever been, a U.S. “United States real property holding corporation within the meaning of corporation” as that term is defined in Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.
Appears in 1 contract
Samples: Secured Subordinated Convertible Note and Warrant Purchase Agreement (Nupathe Inc.)
Real Property Holding Corporation. The Company is not and not, nor ---------------------------------------- has never been ever been, a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s Buyer's request.
Appears in 1 contract
Samples: Securities Purchase Agreement (Charys Holding Co Inc)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon PurchaserUnderwriter’s request.
Appears in 1 contract
Real Property Holding Corporation. The Company is not and not, nor has never been ever been, a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon any Purchaser’s request.
Appears in 1 contract
Samples: Securities Purchase Agreement (Inovio Biomedical Corp)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon PurchaserXxxxxx’s request.. (gg)
Appears in 1 contract
Samples: Loan Agreement (Momentus Inc.)
Real Property Holding Corporation. The Company is not and not, nor has never been it ever been, a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaserany Investor’s request.
Appears in 1 contract
Real Property Holding Corporation. The Company is not, has not and has never been ever been, nor, while the Seller holds any Common Shares, will not become, a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amendedCode, and the Company shall so certify upon Purchaser’s the Seller's request.
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Samples: Purchase Agreement (India Globalization Capital, Inc.)
Real Property Holding Corporation. The Company is not and since November 19, 2014 has never not been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.
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Samples: Securities Purchase Agreement (Emerald Bioscience, Inc.)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.. (ll)
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Samples: Securities Purchase Agreement (Liquid Media Group Ltd.)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amendedCode, and the Company shall so certify upon Purchaser’s 's request.
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Real Property Holding Corporation. The Company is not and not, has never been and has no present intention of becoming a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaserthe Buyer’s request.
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Real Property Holding Corporation. The Company is not and not, has never been been, and so long as any Purchaser holds any Common Shares, shall not become, a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon any Purchaser’s request.
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Samples: Securities Purchase Agreement (Firstsun Capital Bancorp)
Real Property Holding Corporation. The Company is not and has never been a U.S. "United States real property holding corporation corporation" within the meaning of Section 897 897(c)2 of the United States Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.
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Samples: Series G Preferred Stock Purchase Agreement (Datascope Corp)
Real Property Holding Corporation. The Company is not and not, has never been been, and so long as any Securities remain outstanding, shall not become, a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon any Purchaser’s request.
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Samples: Securities Purchase Agreement (OWC Pharmaceutical Research Corp.)
Real Property Holding Corporation. The Company is not and has never been been, and so long as any of the Securities are held by any of the purchasers, shall become, a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s request.
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Samples: Securities Purchase Agreement (SANUWAVE Health, Inc.)
Real Property Holding Corporation. The Company is not and not, has never been been, and so long as any Shares remain outstanding, shall not become, a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaserthe Investor’s request.
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Samples: Equity Line Purchase Agreement (Endonovo Therapeutics, Inc.)
Real Property Holding Corporation. The Company is not and not, has never been been, and so long as any Preferred Shares remain outstanding, shall not become, a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s any Buyer's request.
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Real Property Holding Corporation. The Company is not, nor has it ever been, and so long as any of the securities are held by the Purchaser, shall not and has never been become a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s requestCode.
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Samples: Share Purchase Agreement (Leisure Acquisition Corp.)
Real Property Holding Corporation. The Company is not and not, has never been been, and so long as any Securities remain outstanding, shall not become, a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaserany Buyer’s request.
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Real Property Holding Corporation. The Company is not and and, to the Company’s knowledge, has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s reasonable request.
Appears in 1 contract
Samples: Securities Purchase Agreement (Tenax Therapeutics, Inc.)
Real Property Holding Corporation. The Company is not and not, nor has never been ever been, or shall become a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon PurchaserBuyer’s request.
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Real Property Holding Corporation. The Company is not and not, has never been been, and so long as any Securities remain outstanding, shall not become, a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaser’s any Buyer's request.
Appears in 1 contract
Real Property Holding Corporation. The Company is not, has not and has never been ever been, nor, while any Buyer hold any Securities, will not become, a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon Purchaserany Buyer’s request.
Appears in 1 contract
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon the Purchaser’s reasonable request.
Appears in 1 contract
Samples: Securities Purchase Agreement (Mri Interventions, Inc.)
Real Property Holding Corporation. The Company is not and has never been a U.S. real property holding corporation within the meaning of Section 897 of the Internal Revenue Code of 1986, as amended, and the Company shall so certify upon the Purchaser’s request.. (nn)
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