Bankruptcy

27 distinct versions of this provision, from purchase and merger agreements filed with the SEC. Below are 12, each quoted exactly as drafted, each linked to the filing it came from. No two are from the same company.

1. 01

   No Bankruptcy

   The Company has not made any assignment for the benefit of creditors, filed any petition in bankruptcy, been adjudicated insolvent or bankrupt, or petitioned or applied to any tribunal for any receiver, conservator or trustee of the Company or any of the Company’s property or assets. 2 4.4 Capitalization . The total capitalization of the Company is as follows: (a) 7,000,000 shares of preferred stock issued and outstanding, all of which preferred stock is designated as “Series A”; and (b) 4,548,379,108 shares of common stock issued and outstanding

   HUMBL, INC. (HMBL) (CIK 0001119190) · filed 2022-02-11 · read the filing · this wording recurs in 6 agreements we hold

2. 02

   Bankruptcy

   Seller has not (i) made a general assignment for the benefit of creditors, (ii) filed any voluntary petition in bankruptcy or suffered the filing of an involuntary petition by Seller’s creditors, (iii) suffered the appointment of a receiver to take possession of all or substantially all of Seller’s assets, (iv) suffered the attachment, or other judicial seizure of all, or substantially all, of Seller’s assets, (v) admitted in writing its inability to pay its debts as they come due, or (vi) made an offer of settlement, extension or compromise to its creditors generally. 12 5.17 Knowledge. For purposes of this Agreement, the phrase “to Seller’s knowledge” or words of similar import, shall mean that the applicable party has conducted a reasonable review of its files and interviewed current employees in positions of responsibility on the subject and such review and interviews did not disclose any information contrary to the accuracy or veracity of any such representation or warranty

   LMP Automotive Holdings, Inc. (CIK 0001731727) · filed 2022-08-10 · read the filing · this wording recurs in 2 agreements we hold

3. 03

   Bankruptcy

   Seller (a) is not in receivership or dissolution, (b) has not made any assignment for the benefit of creditors, (c) has not admitted in writing its inability to pay its Debts as they mature, (d) has not been adjudicated as bankrupt, or (e) has not filed a petition in voluntary bankruptcy, a petition or answer seeking reorganization, or an arrangement with creditors under federal bankruptcy Law or any other similar Law of the United States or any state thereof, nor has any such petition been filed against Seller

   ENZO BIOCHEM INC (ENZ) (CIK 0000316253) · filed 2023-04-24 · read the filing · this wording recurs in 2 agreements we hold

4. 04

   Bankruptcy

   The Buyer is not under the jurisdiction of a court in a Title 11 or similar case (within the meaning of Bankruptcy Code Section 368(a)(3)(A) (or related provisions)) or involved in any insolvency proceeding or reorganization. 4 Section 4. C ertain Covenants 4.1 Disclosure of Transaction . The Buyer shall, on or before 9:30am New York time, on the first (1 st ) business day after the date of this Agreement (or on the date of this Agreement, if such Agreement is signed prior to 9:30am New York time), issue a press release reasonably acceptable to the Seller disclosing all the material terms of the transactions contemplated hereby. On or before 9:30 a.m., New York time, on the first (1 st ) business day after the date of this Agreement, the Company shall file a Current Report on Form 8-K describing all the material terms of the transactions contemplated hereby in the form required by the U.S. Securities Exchange Act of 1934, as amended and attaching this Agreement (the “ 8-K Filing ”). From and after the 8-K Filing, the Buyer shall have disclosed all material, non-public information (if any) provided to the Seller by the Buyer or any of its subsidiaries or any of their respective officers, directors, employees or agents in connection with the transactions contemplated hereby. In addition, effective upon the 8-K Filing, the Buyer acknowledges and agrees that any and all confidentiality or similar obligations under any agreement, whether written or oral, between itself, any of its subsidiaries or any of their respective officers, directors, affiliates, employees or agents, on the one hand, and any of the Seller or any of its affiliates, on the other hand, shall terminate. The Buyer shall not, and the Buyer shall cause each of its subsidiaries and each of its and their respective officers, directors, employees and agents not to, provide the Seller with any material, non-public information regarding the Buyer or any of its subsidiaries from and after the date hereof without the express prior written consent of such Seller (which may be granted or withheld in such Seller’s sole discretion). In the event of a breach of any of the foregoing or any other covenant or agreement contained in the transaction documents by the Buyer, any of its subsidiaries, or any of its or their respective officers, directors, employees and agents (as determined in the reasonable good fait […]

   BIMI International Medical Inc. (BIMI) (CIK 0001213660) · filed 2023-11-28 · read the filing

5. 05

   Bankruptcy

   Buyer has not (i) made a general assignment for the benefit of creditors; (ii) filed any voluntary petition in bankruptcy or suffered the filing of an involuntary petition by its creditors; (iii) suffered the appointment of a receiver to take possession of all or substantially all of its assets; (iv) suffered the attachment or other judicial seizure of all or substantially all of its assets; (v) admitted in writing it inability to pay its debts as they come due; or (vi) made an offer of settlement, extension or composition to its creditors generally. 11 5.5 Condition of Property . Except for the express representations and warranties of Seller set forth in this Agreement and in the documents executed in connection with the Closing, and the warranties of title in the documents executed in connection with the Closing, the Property is being sold “AS IS, WHERE IS and WITH ALL FAULTS.”_Buyer shall have the Contingency Period to complete its due diligence activities, inspections, and investigations relative to the condition of the Property. Buyer acknowledges that, except for the express representations and warranties of Seller set forth in this Agreement and in the documents executed in connection with the Closing, Seller makes no representations as to whether the Property is suitable for Purchaser’s intended use and have made and do not make any warranty (express or implied) or representation regarding the physical condition of the Property (including, but not limited to, physical condition, structure, systems and/or components) or the existence or non-existence of any defects relating to the condition of the Property. This provision shall survive the Closing

   INSPIRE VETERINARY PARTNERS, INC. (IVP) (CIK 0001939365) · filed 2023-01-05 · read the filing

6. 06

   Bankruptcy

   All rights and licenses granted by Licensor under this License Agreement are and will be deemed to be rights and licenses to “ intellectual property ” as such term is used in, and interpreted under, Section 365(n) of the United States Bankruptcy Code (the “ Bankruptcy Code ”) (11 U.S.C. § 365(n)). Licensee has all rights, elections, and protections under the Bankruptcy Code and all other bankruptcy, insolvency, and similar laws with respect to the License Agreement, and the subject matter hereof. Licensor acknowledges and agrees that, if Licensor or its estate shall become subject to any bankruptcy or similar proceeding: (a) subject to Licensee’s rights of election under Section 365(n), all rights, licenses, and privileges granted to Licensee under this License Agreement will continue subject to the respective terms and conditions hereof, and will not be affected, even by Licensor’s rejection of this License Agreement; and (b) Licensee shall be entitled to a complete duplicate of, or complete access to, as appropriate, all such intellectual property and embodiments of intellectual property, which, if not already in Licensee’s possession, shall be promptly delivered to Licensee or its designee, unless Licensor elects to and does in fact continue to perform all of its obligations under this License Agreement

   Arcadia Biosciences, Inc. (RKDA) (CIK 0001469443) · filed 2024-05-17 · read the filing

7. 07

   Insolvency

   Seller is not insolvent, is not in receivership, nor is any application for receivership pending; no proceedings are pending by or against it in bankruptcy or reorganization in any state or federal court; nor has it committed any act of bankruptcy. III. Representations and Warranties of Company Company hereby represents and warrants that: 3.1 Due Authorization . Company has all requisite legal capacity to execute, deliver and perform this Agreement and the transactions hereby contemplated. This Agreement constitutes a valid and binding agreement on the part of Company and is enforceable against Company in accordance with its terms. 3.2 No Consents; No Contravention . The execution, delivery and performance by Company of this Agreement (i) require no authorization, consent, approval or action by or in respect of, or filings with, any governmental body, agency or official or other person and (ii) do not contravene, conflict with, result in a breach of or constitute a default under any material provision of applicable law or regulation, or of any material agreement to which Company is a party or by which he is bound, or any judgment, order, decree or other instrument binding upon Seller. IV. Seller’s Conditions to Closing

   SOLAR INTEGRATED ROOFING CORP. (SIRC) (CIK 0001756704) · filed 2022-09-09 · read the filing

8. 08

   Bankruptcy

   Seller has complied with and fully satisfied any requirements, terms, or conditions of all agreements or other similar documents arising from the Chapter 11 Cases, including, without limitation, the Plan and the GUC Trust Agreement. Without limiting the generality of the foregoing or being limited thereby: (a) Seller has provided the GUC Trustee with timely updates regarding all aspects of the marketing of the Priority Review Voucher, and Seller has afforded the GUC Trustee reasonable consultation rights in respect of such marketing, and (b) in accordance with the Plan and in fulfillment of the terms of the GUC Trust Agreement, Seller has directed Buyer to pay to the GUC Trustee thirty five percent (35%) of the proceeds of the Asset Purchase payable to Seller in order for Seller to fully satisfy its financial obligations under the GUC Trust Agreement in respect of the portion of the proceeds of the transactions contemplated by this Agreement that Seller represents are to be paid to the GUC Trustee in accordance with the GUC Trust Agreement and the Plan in respect of the sale of the Purchased Assets

   Mallinckrodt plc (CIK 0001567892) · filed 2022-06-30 · read the filing

9. 09

   No Bankruptcy

   Seller has not (a) made a general assignment for the benefit of its creditors, (b) filed any voluntary petition in bankruptcy or suffered the filing of any involuntary petition by Seller’s creditors, (c) suffered the appointment of a receiver to take possession of all, or substantially all, of Seller’s assets, or (d) admitted in writing its inability to pay its debts as they become due. 6.10. Good Standing; Authority. Seller is duly organized, validly existing and in good standing under the laws of the state of its formation, and is in good standing under the laws of the state in which the Property is located. Seller has taken all necessary action to authorize the execution, delivery and performance of its obligations under this Agreement. The person signing this Agreement on behalf of Seller is authorized to do so

   Super Micro Computer, Inc. (SMCI) (CIK 0001375365) · filed 2024-02-01 · read the filing

10. 10

    Bankruptcy

    Seller has not (i) made a general assignment for the benefit of creditors, (ii) filed any voluntary petition in bankruptcy or suffered the filing of any involuntary petition by Seller’s creditors that remains pending, (iii) suffered the appointment of a receiver to take possession of all, or substantially all, of Seller’s assets that remains pending, (iv) suffered the attachment or other judicial seizure of all, or substantially all of Seller’s assets that remains pending, (v) admitted in writing its inability to pay its debts as they come due, or (vi) made an offer of settlement, extension or composition to its creditors generally; and, to Seller’s knowledge, no person or entity has threatened to bring any bankruptcy proceeding, receivership proceeding or other insolvency, dissolution, reorganization or similar proceeding against Seller

    Braemar Hotels & Resorts Inc. (BHR, BHR-PB, BHR-PD) (CIK 0001574085) · filed 2025-11-07 · read the filing

11. 11

    Bankruptcy

    Seller has not (i) made a general assignment for the benefit of creditors, (ii) filed any voluntary petition in bankruptcy or suffered the filing of any involuntary petition by Seller’s creditors that remains pending, (iii) suffered the appointment of a receiver to take possession of all, or substantially all, of Seller’s assets that remains pending, (iv) suffered the attachment or other judicial seizure of all, or substantially all of Seller’s assets that remains pending, (v) admitted in writing its inability to pay its debts as they come due or (vi) made an offer of settlement, extension or composition to its creditors generally

    ASHFORD HOSPITALITY TRUST INC (AHT, AHT-PD, AHT-PF, AHT-PG, AHT-PH, AHT-PI) (CIK 0001232582) · filed 2024-05-09 · read the filing

12. 12

    Bankruptcy

    The Seller is not involved in any Proceeding by or against it as a debtor before any Governmental Entity under Title 11 of the United States Bankruptcy Code or any other insolvency or debtors’ relief Law, whether state, federal or foreign, or for the appointment of a trustee, receiver, liquidator, assignee, sequestrator or other similar official for any part of the Seller’s property

    COSTAS INC (CSSI) (CIK 0001178660) · filed 2022-12-30 · read the filing