Common use of Rescission and Withdrawal Right Clause in Contracts

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a Warrant, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 37 contracts

Samples: Securities Purchase Agreement (Max Sound Corp), Securities Purchase Agreement (Adamis Pharmaceuticals Corp), Securities Purchase Agreement (Terra Tech Corp.)

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Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such that Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a an conversion of a Debenture or exercise of a WarrantNote, the Purchaser shall be required to return any shares of Common Stock Shares subject to any such rescinded conversion or exercise noticeConversion Notice concurrently with the restoration of such Purchaser’s right to acquire such shares pursuant to the Purchaser’s Note.

Appears in 32 contracts

Samples: Securities Purchase Agreement (Thoughtful Media Group Inc.), Securities Purchase Agreement (Thoughtful Media Group Inc.), Securities Purchase Agreement (Innovative Payment Solutions, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a Warrant, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 26 contracts

Samples: Securities Purchase Agreement (Pure Earth, Inc.), Securities Purchase Agreement (HyperSpace Communications, Inc.), Securities Purchase Agreement (HyperSpace Communications, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantDebenture, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise noticeconversion.

Appears in 25 contracts

Samples: Common Stock Purchase Warrant (Sigyn Therapeutics, Inc.), Securities Purchase Agreement (Sigyn Therapeutics, Inc.), Securities Exchange Agreement

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture the Preferred Stock or exercise of a Warrant, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 22 contracts

Samples: Securities Purchase Agreement (Imageware Systems Inc), Securities Purchase Agreement (Omnireliant Holdings, Inc.), Securities Purchase Agreement (Amarillo Biosciences Inc)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser Buyer exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser the Buyer may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantNote, the Purchaser Buyer shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 22 contracts

Samples: Securities Purchase Agreement (HydroPhi Technologies Group, Inc.), Securities Purchase Agreement (HydroPhi Technologies Group, Inc.), Securities Purchase Agreement (HydroPhi Technologies Group, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantNote, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or notice concurrently with the return to such Purchaser of the aggregate exercise noticeprice paid to the Company for such shares.

Appears in 16 contracts

Samples: Securities Purchase Agreement (Force Protection Video Equipment Corp.), Securities Purchase Agreement (Biotech Products Services & Research, Inc.), Securities Purchase Agreement (Force Protection Video Equipment Corp.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture the Notes or exercise of a Warrantthe Warrants, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion notice or exercise noticenotice concurrently with the restoration of such Purchaser’s right to acquire such shares pursuant to such Purchaser’s Notes or Warrants.

Appears in 15 contracts

Samples: Securities Purchase Agreement (MDNA Life Sciences, Inc.), Securities Purchase Agreement (Corphousing Group Inc.), Securities Purchase Agreement (Corphousing Group Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that that, in the case of a rescission of a conversion of a Debenture or exercise of a Warrantthe Preferred Stock, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise noticeconversion.

Appears in 15 contracts

Samples: Securities Purchase Agreement (DarioHealth Corp.), Securities Purchase Agreement (Marathon Digital Holdings, Inc.), Securities Purchase Agreement (DarioHealth Corp.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that that, in the case of a rescission of a conversion of a Debenture or exercise of a WarrantDebenture, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 13 contracts

Samples: Securities Purchase Agreement (Creatd, Inc.), Securities Purchase Agreement (Creatd, Inc.), Securities Purchase Agreement (Creatd, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantNote, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or concurrently with the return to such Purchaser of the aggregate exercise noticeprice paid to the Company for such shares and the restoration of such Purchaser’s right to acquire such shares.

Appears in 13 contracts

Samples: Securities Purchase Agreement (Endexx Corp), Securities Purchase Agreement (Directview Holdings Inc), Securities Purchase Agreement (Directview Holdings Inc)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a Warrantany Note, the such Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 11 contracts

Samples: Securities Purchase Agreement (Fresh Vine Wine, Inc.), Securities Purchase Agreement (Chromocell Therapeutics Corp), Securities Purchase Agreement (Chromocell Therapeutics Corp)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that that, in the case of a rescission of a conversion of a Debenture or exercise of a WarrantNote, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise noticenotice concurrently with the restoration of such Purchaser’s right to acquire such shares pursuant to the Transaction Documents.

Appears in 11 contracts

Samples: Securities Purchase Agreement (Parkervision Inc), Securities Purchase Agreement (Parkervision Inc), Securities Purchase Agreement (Parkervision Inc)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such the Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture Note or exercise of a Warrant, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 10 contracts

Samples: Securities Purchase Agreement (Global Axcess Corp), Securities Purchase Agreement (Las Vegas Gaming Inc), Securities Purchase Agreement (CDX Com Inc)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; providedPROVIDED, howeverHOWEVER, that in the case of a rescission of a conversion of a Debenture or exercise of a Warrant, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 10 contracts

Samples: Securities Purchase Agreement (Galaxy Energy Corp), Securities Purchase Agreement (Visijet Inc), Securities Purchase Agreement (Intraop Medical Corp)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture the Preferred Stock or exercise of a Warrant, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 10 contracts

Samples: Securities Purchase Agreement (Intellicell Biosciences, Inc.), Securities Purchase Agreement (Intellicell Biosciences, Inc.), Securities Purchase Agreement (Premier Power Renewable Energy, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantDebenture, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or notice concurrently with the return to such Purchaser of the aggregate exercise noticeprice paid to the Company for such shares.

Appears in 9 contracts

Samples: Securities Purchase Agreement (Notis Global, Inc.), Securities Purchase Agreement (Notis Global, Inc.), Securities Purchase Agreement (Notis Global, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantDebenture, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 7 contracts

Samples: Securities Purchase Agreement (Codesmart Holdings, Inc.), Securities Purchase Agreement (Codesmart Holdings, Inc.), Securities Purchase Agreement (Mount Knowledge Holdings, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a Warrant, the Purchaser shall be required to return any shares of Common Stock subject to delivered in connection with any such rescinded conversion or exercise notice.

Appears in 7 contracts

Samples: Securities Purchase Agreement (American Eagle Energy Inc.), Securities Purchase Agreement (Celsia Technologies, Inc.), Securities Purchase Agreement (Innovative Card Technologies Inc)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any the Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such the Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantDebentures, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Progreen US, Inc.), Securities Purchase Agreement (Pressure Biosciences Inc), Securities Purchase Agreement (Pressure Biosciences Inc)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such the Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantNote, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Issuer Direct Corp), Securities Purchase Agreement (Asure Software Inc), Securities Purchase Agreement (Cyberdefender Corp)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantDebenture, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 5 contracts

Samples: Securities Purchase Agreement (Spiral Toys Inc.), Securities Purchase Agreement (Intercloud Systems, Inc.), Securities Purchase Agreement (Recovery Energy, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such that Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a an conversion of a Debenture or exercise of a WarrantNote, the Purchaser shall be required to return any shares of Common Stock Shares subject to any such rescinded conversion or exercise noticeConversion Notice concurrently with the restoration of such Purchaser’s right to acquire such Shares pursuant to the Purchaser’s Note. The same procedure shall apply for a rescinded Warrant exercise.

Appears in 5 contracts

Samples: Securities Purchase Agreement (MGT Capital Investments, Inc.), Securities Purchase Agreement (QHSLab, Inc.), Securities Purchase Agreement (C-Bond Systems, Inc)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any the Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such the Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a Warrantany Note, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 5 contracts

Samples: Securities Purchase Agreement (DPW Holdings, Inc.), Securities Purchase Agreement (Appyea, Inc), Securities Purchase Agreement (DPW Holdings, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any the Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such the Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a Warrant, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 5 contracts

Samples: Securities Purchase Agreement (Soul & Vibe Interactive Inc.), Securities Purchase Agreement (Pladeo Corp.), Securities Purchase Agreement (Soul & Vibe Interactive Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such the Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantDebenture, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise noticeconcurrently with the return to the Purchaser of the applicable Debenture.

Appears in 4 contracts

Samples: Securities Purchase Agreement (DraftDay Fantasy Sports, Inc.), Securities Purchase Agreement (World Moto, Inc.), Securities Purchase Agreement (World Moto, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any the Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such the Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantDebenture, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Gopher Protocol Inc.), Securities Purchase Agreement (Digital Power Corp), Securities Purchase Agreement (Digital Power Corp)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantNote, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or notice concurrently with the return to such Purchaser of the aggregate exercise noticeprice paid to the Company for such shares of Common Stock.

Appears in 4 contracts

Samples: Securities Purchase Agreement (xG TECHNOLOGY, INC.), Securities Purchase Agreement (xG TECHNOLOGY, INC.), Securities Purchase Agreement (NXT-Id, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantNote, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise noticenotice concurrently with the return to such Purchaser of the aggregate conversion price paid to the Company for such shares.

Appears in 3 contracts

Samples: Securities Purchase Agreement (CLS Holdings USA, Inc.), Securities Purchase Agreement (CLS Holdings USA, Inc.), Securities Purchase Agreement (Epic Stores Corp.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any the Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such the Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a any Note or Warrant, respectively, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or notice concurrently with the return to the Purchaser of the aggregate exercise noticeprice paid to the Company for such shares.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Digital Ally Inc), Securities Purchase Agreement (Digital Ally Inc), Securities Purchase Agreement (Black Cactus Global, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that that, in the case of a rescission of a conversion of a Debenture or exercise of a WarrantNote, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Slinger Bag Inc.), Securities Purchase Agreement (Verb Technology Company, Inc.), Securities Purchase Agreement (nFusz, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that that, in the case of a rescission of a conversion of a Debenture or exercise of a WarrantDebenture, the applicable Purchaser shall be required to return any shares of Common Stock Ordinary Shares and/or Ordinary Shares subject to any such rescinded conversion or exercise notice.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Safe-T Group Ltd.), Securities Purchase Agreement (Safe-T Group Ltd.), Securities Purchase Agreement (Safe-T Group Ltd.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any the Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such the Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantNote, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or notice concurrently with the return to the Purchaser of the aggregate exercise noticeprice paid to the Company for such shares.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Petroterra Corp.), Securities Purchase Agreement (Guided Therapeutics Inc), Securities Purchase Agreement (Nac Global Technologies, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any the Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such the Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a Warrantany Preferred Share, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise noticenotice concurrently with the return to the Purchaser of the aggregate exercise price paid to the Company for such shares.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Alzamend Neuro, Inc.), Securities Purchase Agreement (RiskOn International, Inc.), Securities Purchase Agreement (Ault Alliance, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantDebenture, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Silverstar Holdings LTD), Securities Purchase Agreement (Aprecia Inc), Securities Purchase Agreement (Aprecia Inc)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantDebenture, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise noticeconcurrently with the restoration of such Purchaser’s rights under the Debenture (including, issuance of a replacement debenture evidencing such restored right).

Appears in 3 contracts

Samples: Securities Purchase Agreement (Immune Pharmaceuticals Inc), Securities Purchase Agreement (Immune Pharmaceuticals Inc), Securities Purchase Agreement (Immune Pharmaceuticals Inc)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that that, in the case of a rescission of a conversion of a Debenture or exercise of a WarrantDebentures, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 3 contracts

Samples: Securities Purchase Agreement (NextPlat Corp), Securities Purchase Agreement (NextPlat Corp), Securities Purchase Agreement (Progressive Care Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any the Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such the Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a Warrantthe Note, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or notice concurrently with the return to the Purchaser of the aggregate exercise noticeprice paid to the Company for such shares.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Giga Tronics Inc), Share Exchange Agreement (Giga Tronics Inc), Share Exchange Agreement (Giga Tronics Inc)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion exchange of a Debenture or exercise of a Warrant, the Purchaser shall be required to return any shares of Common Stock subject to delivered in connection with any such rescinded conversion exchange or exercise notice.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Ener1 Inc), Securities Purchase Agreement (Ener1 Inc)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that that, in the case of a rescission of a conversion of a Debenture or exercise of a WarrantNote, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or notice concurrently with the return to such Purchaser of the aggregate exercise noticeprice paid to the Company for such shares and the restoration of such Purchaser’s right to acquire such shares.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Digital Ally, Inc.), Securities Purchase Agreement (Isun, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantPreferred Stock, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise noticeconversion.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Toughbuilt Industries, Inc), Securities Purchase Agreement (Toughbuilt Industries, Inc)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any the Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such the Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that that, in the case of a rescission of a conversion of a Debenture or exercise of a Warrantthe Note, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise noticenotice concurrently with the return to the Purchaser of the aggregate exercise price paid to the Company for such shares.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Optimus Healthcare Services, Inc.), Securities Purchase Agreement (Charge Enterprises, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such the Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantNote, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise noticeconcurrently with the return to the Purchaser of the applicable Note.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Intercloud Systems, Inc.), Securities Purchase Agreement (Intercloud Systems, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a Warrantthe Preferred Stock, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise noticeconversion.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Sysorex Global), Securities Purchase Agreement (Soupman, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantDebenture, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Paincare Holdings Inc), Securities Purchase Agreement (Consolidated Energy Inc)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantNote, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise noticenotice and the restoration of such Purchaser’s right to acquire such shares pursuant to such Purchaser’s Note (including, issuance of a replacement Note evidencing such restored right).

Appears in 2 contracts

Samples: Securities Purchase Agreement (Premier Biomedical Inc), Securities Purchase Agreement (Premier Biomedical Inc)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a Warrant, the applicable Purchaser shall be required to return any shares comply with the applicable provisions of Common Stock subject to any such rescinded conversion the Debenture or exercise noticeWarrant.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Blue Calypso, Inc.), Securities Purchase Agreement (PLC Systems Inc)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, howeverthat, that in the case of a rescission by such Purchaser of a conversion of a Debenture or exercise of a Warrantany Purchased Security, the such Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise noticeexercise.

Appears in 2 contracts

Samples: Securities Purchase Agreement (ReShape Lifesciences Inc.), Securities Purchase Agreement (Vsee Health, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that that, in the case of a rescission of a conversion of a Debenture or exercise of a WarrantDebenture, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or concurrently with the return to such Purchaser of the aggregate exercise noticeprice paid to the Company for such shares.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Marpai, Inc.), Securities Purchase Agreement (theMaven, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that that, in the case of a rescission of a conversion of a Debenture or exercise of a WarrantDebenture, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise noticeconversion.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Apollo Endosurgery, Inc.), Securities Purchase Agreement (xG TECHNOLOGY, INC.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any the Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such the Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantNote, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or concurrently with the return to Purchaser of the aggregate exercise noticeprice paid to the Company for such shares and the restoration of Purchaser’s right to acquire such shares.

Appears in 2 contracts

Samples: Securities Purchase Agreement (TWO RIVERS WATER & FARMING Co), Securities Purchase Agreement (TWO RIVERS WATER & FARMING Co)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any the Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such the Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantNote, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise noticeconversion.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Nac Global Technologies, Inc.), Securities Purchase Agreement (Lipidviro Tech Inc)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that that, in the case of a rescission of a conversion of a Debenture or exercise of a WarrantDebenture, the applicable Purchaser shall be required to return any shares of Common Stock ADSs subject to any such rescinded conversion or exercise notice.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Lion Group Holding LTD), Securities Purchase Agreement (Lion Group Holding LTD)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any a Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a any Note or Warrant, the respectively, such Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or notice concurrently with the return to such Purchaser of the aggregate exercise noticeprice paid to the Company for such shares.

Appears in 2 contracts

Samples: Securities Purchase Agreement (American Noble Gas, Inc.), Securities Purchase Agreement (Digital Ally Inc)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any the Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such the Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantDebenture, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise noticeconcurrently with the return to the Purchaser of the applicable Debenture.

Appears in 2 contracts

Samples: Securities Purchase Agreement (World Moto, Inc.), Securities Purchase Agreement (World Moto, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that that, in the case of a rescission of a conversion of a Debenture or exercise of a WarrantDebenture, the applicable Purchaser shall be required to return any shares of Common Stock Ordinary Shares subject to any such rescinded conversion or exercise notice.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Jayud Global Logistics LTD), Securities Purchase Agreement (CYREN Ltd.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that that, in the case of a rescission of a conversion of a Debenture or exercise of a Warrant, the Purchaser shall be required to return any shares terms of Common Stock subject to any such rescinded conversion the Debenture or exercise noticeWarrant as applicable will control.

Appears in 2 contracts

Samples: Securities Purchase Agreement (GreenBox POS), Securities Purchase Agreement (Taronis Fuels, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantNote, the Purchaser shall be required to return any shares of Common Stock subject to delivered in connection with any such rescinded conversion or exercise notice.

Appears in 1 contract

Samples: Purchase Agreement (Cornerworld Corp)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that that, in the case of a rescission of a conversion of a Debenture or exercise of a WarrantNote, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise noticenotice concurrently with the restoration of such Purchaser’s right to acquire such shares pursuant to such Note (including issuance of a replacement Note evidencing such restored right).

Appears in 1 contract

Samples: Securities Purchase Agreement (iQSTEL Inc)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; providedprovided , howeverhowever , that in the case of a rescission of a conversion of a Debenture the Preferred Stock or exercise of a Warrant, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 1 contract

Samples: Securities Purchase Agreement (NewCardio, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that that, in the case of a rescission of a conversion of a Debenture Note or exercise of a Warrant, the Purchaser shall be required to return any shares terms of Common Stock subject to any such rescinded conversion the Note or exercise noticeWarrants as applicable will control.

Appears in 1 contract

Samples: Securities Purchase Agreement (Inpixon)

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Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser a Buyer exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser Buyer may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantNote, the Purchaser Buyer shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 1 contract

Samples: Securities Purchase Agreement (Efactor Group Corp.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any the Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such the Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantNotes, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 1 contract

Samples: Securities Purchase Agreement (Immune Pharmaceuticals Inc)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture the Debentures or exercise of a Warrant, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 1 contract

Samples: Securities Purchase Agreement (BioMETRX)

Rescission and Withdrawal Right. Notwithstanding anything to the ---------------------------------- contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture the Debentures or exercise of a Warrant, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 1 contract

Samples: Securities Purchase Agreement (Trinity Learning Corp)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any the Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such the Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise any shares of a WarrantSeries F Preferred Stock, the Purchaser Designee shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise noticenotice concurrently with the return to the Purchaser Designee of the aggregate conversion price paid to the Company for such shares.

Appears in 1 contract

Samples: Securities Purchase Agreement (Attis Industries Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser Buyer exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser the Buyer may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture Note or exercise of a Warrant, the Purchaser Buyer shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 1 contract

Samples: Securities Purchase Agreement (Inergetics Inc)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that that, in the case of a rescission of a conversion of a Debenture or exercise of a WarrantPreferred Stock, the applicable Purchaser shall be required to return any shares of Preferred Stock (if delivered) and/or Common Stock Stock, as applicable, subject to any such rescinded conversion or exercise notice.

Appears in 1 contract

Samples: Securities Purchase Agreement (Bluejay Diagnostics, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a Warrantthe Preferred Stock, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 1 contract

Samples: Securities Purchase Agreement (Drinks Americas Holdings, LTD)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantDebenture, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 1 contract

Samples: Securities Purchase Agreement (Imaging Diagnostic Systems Inc /Fl/)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture the Convertible Note or Preferred Stock or exercise of a Warrant, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 1 contract

Samples: Securities Purchase Agreement (Global Payment Technologies Inc)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture the Series B Preferred Stock or exercise of a Warrant, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 1 contract

Samples: Securities Purchase Agreement (Global Diversified Industries Inc)

Rescission and Withdrawal Right. Notwithstanding anything to ------------------------------- the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; , provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a Warrant, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 1 contract

Samples: Securities Purchase Agreement (Applied Digital Solutions Inc)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any the Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such the Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantNote, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or concurrently with the return to the Purchaser of the aggregate exercise noticeprice paid to the Company for such shares and the restoration of the Purchaser's right to acquire such shares.

Appears in 1 contract

Samples: Securities Purchase Agreement (Xenetic Biosciences, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a Warrant, the Purchaser shall be required within 1 Trading Day of the date of such determination to return any shares of Common Stock subject to delivered in connection with any such rescinded conversion or exercise notice.

Appears in 1 contract

Samples: Securities Purchase Agreement (Guardian Technologies International Inc)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any the Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such the Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that that, in the case of a rescission of a conversion of a Debenture or exercise of a Warrantthe Note, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise noticenotice concurrently with the restoration of the Purchaser’s right to acquire such shares pursuant to such Note (including issuance of a replacement Note evidencing such restored right).

Appears in 1 contract

Samples: Securities Purchase Agreement (Trio Petroleum Corp.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantDebenture, the Purchaser shall be required to return any shares of Common Stock subject to delivered in connection with any such rescinded conversion or exercise notice.

Appears in 1 contract

Samples: Securities Purchase Agreement (Jesup & Lamont, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture the Shares or exercise of a Warrantthe Warrants, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion notice or exercise noticenotice concurrently with the restoration of such Purchaser’s right to acquire such shares pursuant to such Purchaser’s Shares or Warrants.

Appears in 1 contract

Samples: Securities Purchase Agreement (Surna Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture the Preferred Stock or exercise of a Warrantthe Warrants, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 1 contract

Samples: Securities Purchase Agreement (Vlov Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture the Preferred Stock or rescission of an exercise of a Warrantthe Warrants, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 1 contract

Samples: Securities Purchase Agreement (Pace Health Management Systems Inc)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company or STAC does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a Warrant, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 1 contract

Samples: Securities Purchase Agreement (Relationserve Media Inc)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any the Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such the Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantNote, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 1 contract

Samples: Note Purchase Agreement (AzurRx BioPharma, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion EXECUTION COPY of a Debenture or exercise of a Warrantany Note, the such Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 1 contract

Samples: Securities Purchase Agreement (Bergio International, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that that, in the case of a rescission of a conversion of a Debenture or exercise of a WarrantDebenture, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 1 contract

Samples: Securities Purchase Agreement (Smart for Life, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any the Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantDebenture, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or notice concurrently with the return to such Purchaser of the aggregate exercise noticeprice paid to the Company for such shares.

Appears in 1 contract

Samples: Securities Purchase Agreement (Medbox, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that that, in the case of a rescission of a conversion of a Debenture or exercise of a WarrantNote, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise noticeconcurrently with the restoration of such Purchaser’s right to acquire such shares pursuant to such Purchaser’s Note.

Appears in 1 contract

Samples: Securities Purchase Agreement (Emmaus Life Sciences, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture Preferred Stock or exercise of a Warrant, the Purchaser shall be required to return any shares of Common Stock subject to delivered in connection with any such rescinded conversion or exercise notice.

Appears in 1 contract

Samples: Securities Purchase Agreement (Etelos, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such the Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a WarrantDebenture, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 1 contract

Samples: Securities Exchange Agreement (Inergetics Inc)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any a Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such the Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a any Note or Warrant, respectively, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or notice concurrently with the return to the Purchaser of the aggregate exercise noticeprice paid to the Company for such shares.

Appears in 1 contract

Samples: Securities Purchase Agreement (Infinity Energy Resources, Inc)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that that, in the case of a rescission of a conversion of a Debenture or exercise of a WarrantNote, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise noticenotice concurrently with the return to such Purchaser of the aggregate exercise price paid to the Company for such shares.

Appears in 1 contract

Samples: Securities Purchase Agreement (Allarity Therapeutics, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a Warrantthe Notes, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion notice or exercise noticenotice concurrently with the restoration of such Purchaser’s right to acquire such shares pursuant to such Purchaser’s Notes.

Appears in 1 contract

Samples: Securities Purchase Agreement (ComSovereign Holding Corp.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any a Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser the Purchasers may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a Warrantany Note, the Purchaser Purchasers shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise noticenotice concurrently with the return to the Purchasers of the aggregate conversion price paid to the Company for such shares.

Appears in 1 contract

Samples: Securities Purchase Agreement (New Age Beverages Corp)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that that, in the case of a rescission of a conversion of a Debenture or exercise of a WarrantNote, the applicable Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise noticenotice concurrently with the return to such Purchaser of the aggregate exercise price paid to the Company for such shares and the restoration of such Purchaser’s right to acquire such shares.

Appears in 1 contract

Samples: Purchase Agreement (Sadot Group Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the -------------------------------- contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, -------- however, that in the case of a rescission of a conversion of a Debenture or exercise ------- of a Warrant, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 1 contract

Samples: Securities Purchase Agreement (UC Hub Group Inc)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any the Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such the Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a any Note or Warrant, respectively, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise noticenotice concurrently with the return to the Purchaser of the aggregate Exercise Price paid to the Company for such shares.

Appears in 1 contract

Samples: Securities Purchase Agreement (Exactus, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document Document, and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture the Preferred Stock or of an exercise of a WarrantWarrants, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 1 contract

Samples: Securities Purchase Agreement (Minim, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser Buyer exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser Buyer may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that that, in the case of a rescission of a conversion of a Debenture or exercise of a WarrantNote, the Purchaser Buyer shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise noticenotice concurrently with the return to Buyer of the aggregate exercise price paid to the Company for such shares.

Appears in 1 contract

Samples: Securities Purchase Agreement (Aditxt, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a Warrant, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 1 contract

Samples: Securities Purchase Agreement (Cyberdefender Corp)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any the Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such the Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise of a Warrantthe Note, the Purchaser shall be required to return any shares of Common Stock subject to any such rescinded conversion or exercise notice.

Appears in 1 contract

Samples: Securities Purchase Agreement (Hwn, Inc.)

Rescission and Withdrawal Right. Notwithstanding anything to the contrary contained in (and without limiting any similar provisions of) any of the other Transaction Documents, whenever any Purchaser exercises a right, election, demand or option under a Transaction Document and the Company does not timely perform its related obligations within the periods therein provided, then such Purchaser may rescind or withdraw, in its sole discretion from time to time upon written notice to the Company, any relevant notice, demand or election in whole or in part without prejudice to its future actions and rights; provided, however, that in the case of a rescission of a conversion of a Debenture or exercise conversion of a Warrantthe Preferred Stock, the Purchaser shall be required to return any shares of Common Stock subject to delivered in connection with any such rescinded conversion or exercise notice.

Appears in 1 contract

Samples: Securities Purchase Agreement (Solomon Technologies Inc)

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