Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the Closing Date:
Appears in 272 contracts
Samples: Securities Purchase Agreement (AEye, Inc.), Securities Purchase Agreement (Asset Entities Inc.), Securities Purchase Agreement (PharmaCyte Biotech, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the each Closing Date:
Appears in 28 contracts
Samples: Securities Purchase Agreement (Biotricity Inc.), Securities Purchase Agreement (Workhorse Group Inc.), Securities Purchase Agreement (TruGolf Holdings, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Investor as of the date hereof and as of the Closing Date:
Appears in 19 contracts
Samples: Exchange Agreement (Hanover Bancorp, Inc. /NY), Exchange Agreement (Hanover Bancorp, Inc. /NY), Exchange Agreement (Pathfinder Bancorp, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers Buyer that, as of the date hereof and as of the Closing Date:
Appears in 18 contracts
Samples: Purchase Agreement (SRAX, Inc.), Securities Exchange Agreement (Ault Alliance, Inc.), Securities Purchase Agreement (Kiora Pharmaceuticals Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Investor as of the date hereof and as of the Closing DateDate that:
Appears in 13 contracts
Samples: Exchange Agreement (Alliance Data Systems Corp), Exchange Agreement, Exchange Agreement
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers and the Placement Agent that, as of the date hereof and as of the Closing Date:
Appears in 12 contracts
Samples: Securities Purchase Agreement (American Rebel Holdings Inc), Securities Purchase Agreement (American Rebel Holdings Inc), Securities Purchase Agreement (Reliance Global Group, Inc.)
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers that, as of Purchaser on the date hereof and on and as of the Closing DateDate as follows:
Appears in 12 contracts
Samples: Settlement and Release Agreement (Infocrossing Inc), Settlement and Release Agreement (Infocrossing Inc), Preferred Stock and Warrant Purchase Agreement (Icg Services Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Buyer as of the date hereof and as of the Closing DateDate as follows:
Appears in 11 contracts
Samples: Series a Preferred Stock Purchase Agreement (Searchhelp Inc), Series B Convertible Preferred Stock Purchase Agreement (Echo Metrix, Inc.), Series a Preferred Stock Purchase Agreement (Searchhelp Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and Purchasers as of the Closing DateDate as follows:
Appears in 10 contracts
Samples: Securities Purchase Agreement (Aradigm Corp), Securities Purchase Agreement (Aradigm Corp), Common Stock Purchase Agreement (Aradigm Corp)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the Closing Date:Date (except for representations and warranties that speak as of a specific date which shall be true and correct as of such specified date):
Appears in 9 contracts
Samples: Securities Purchase Agreement (Akerna Corp.), Securities Purchase Agreement (Akerna Corp.), Securities Purchase Agreement (CorMedix Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchaser as of the date hereof and as of the Closing DateDate that:
Appears in 8 contracts
Samples: Securities Purchase Agreement (Ribozyme Pharmaceuticals Inc), Stock and Warrant Purchase Agreement (Equalnet Holding Corp), Stock Purchase Agreement (Willis Michael T)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the each applicable Closing Date:
Appears in 8 contracts
Samples: Securities Purchase Agreement (Vallon Pharmaceuticals, Inc.), Securities Purchase Agreement (Cellect Biotechnology Ltd.), Securities Purchase Agreement (Seneca Biopharma, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchaser as follows as of the date hereof and as of the Closing Date:
Appears in 8 contracts
Samples: Registration Rights Agreement (Impax Laboratories Inc), Purchase Agreement (Bet Associates Lp), Stock Purchase Agreement (Energy Biosystems Corp)
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers that, Investor as of the date hereof and as of the Closing DateDate as follows:
Appears in 8 contracts
Samples: Debt Satisfaction Agreement (Terremark Worldwide Inc), Debt Satisfaction Agreement (Terremark Worldwide Inc), Rights Agreement (Life Sciences Research Inc)
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers that, as of Investor on the date hereof and on and as of the Closing DateDate as follows:
Appears in 8 contracts
Samples: Stock Purchase Agreement (Seabulk International Inc), Stock Purchase Agreement (Seabulk International Inc), Stock Purchase Agreement (Avaya Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchaser as of the date hereof and as of the Closing DateDate as follows:
Appears in 8 contracts
Samples: Subscription and Standby Commitment Agreement (Westpoint International Inc), Exchange Agreement (Valuevision Media Inc), Subscription and Standby Commitment Agreement (Westpoint International Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof Execution Date and as of the Closing Date:
Appears in 8 contracts
Samples: Securities Purchase Agreement (GridIron BioNutrients, Inc.), Amended Securities Purchase Agreement (Recruiter.com Group, Inc.), Amended Securities Purchase Agreement (Recruiter.com Group, Inc.)
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers thatPurchaser, as of the date hereof and as of the Closing Date, that:
Appears in 8 contracts
Samples: Securities Exchange Agreement (General Cannabis Corp), Securities Purchase Agreement (General Cannabis Corp), Securities Purchase Agreement (Sorrento Therapeutics, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers thatwarrants, as of the date hereof of this Agreement and as of on the Closing Date, to each Buyer, that:
Appears in 8 contracts
Samples: Securities Purchase Agreement (Duke Mining Company, Inc.), Securities Exchange Agreement (Sonterra Resources, Inc.), Securities Purchase Agreement (Mru Holdings Inc)
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers that, Buyer as of the date hereof and as of the Closing DateDate that:
Appears in 7 contracts
Samples: Share Purchase Agreement (Atlas Industries Holdings LLC), Share Purchase Agreement (Atlas Industries Holdings LLC), Share Purchase Agreement (Atlas Industries Holdings LLC)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchaser that as of the date hereof and as of the Closing DateClosing:
Appears in 7 contracts
Samples: ServisFirst Bancshares, Inc., ServisFirst Bancshares, Inc., Note Purchase Agreement (ServisFirst Bancshares, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each Purchaser, on the date of this Agreement and the date of the Buyers Closing, that, as of the date hereof and as of the Closing Date:
Appears in 7 contracts
Samples: Note Purchase Agreement (Marcus Corp), Note Purchase Agreement (Marcus Corp), Note Purchase Agreement (Marcus Corp)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers Purchaser that, as of the date hereof and as of the Closing Date:
Appears in 7 contracts
Samples: Common Stock and Warrant Purchase Agreement (O2diesel Corp), Form of Common Stock and Warrant Purchase Agreement (O2diesel Corp), Common Stock and Warrant Purchase Agreement (O2diesel Corp)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers thatBuyers, as of the date hereof and as of the each applicable Closing DateDate (unless otherwise provided herein), that:
Appears in 7 contracts
Samples: Securities Purchase Agreement (Ener-Core, Inc.), Securities Purchase Agreement (Ener-Core, Inc.), Securities Purchase Agreement (Ener-Core, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Investors as of the date hereof and as of the Closing DateDate as follows:
Appears in 7 contracts
Samples: Common Stock Purchase Agreement (Sino Green Land Corp), Common Stock Purchase Agreement (Sino Green Land Corp), Subscription and Exchange Agreement (Apollo Investment Fund Iv Lp)
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers that, Purchaser as of the date hereof and as of the Closing DateDate as follows:
Appears in 7 contracts
Samples: Preferred Stock Purchase Agreement, Preferred Stock Purchase Agreement (EPAM Systems, Inc.), Note Purchase Agreement (Quokka Sports Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of each Closing Date to each of the Closing DateBuyers that:
Appears in 7 contracts
Samples: Securities Purchase Agreement (Cmark International Inc), Securities Purchase Agreement (Buckeye Ventures, Inc.), Securities Purchase Agreement (Cmark International Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Investor as follows as of the date hereof and as of the Closing Date:
Appears in 6 contracts
Samples: Investor Rights Agreement (TCP-ASC ACHI Series LLLP), Preferred Stock Agreement (R1 RCM Inc.), Preferred Stock Recapitalization Agreement (Transmontaigne Inc)
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers thatPurchaser, as of the date hereof and as of the Closing DateClosing, as follows:
Appears in 6 contracts
Samples: Stock Purchase Agreement (Nextlink Communications Inc / De), Exchange Agreement (McLeodusa Inc), Stock Purchase Agreement (Forstmann Little & Co Sub Debt & Equ MGMT Buyout Part Vi Lp)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers thatInvestor, as of the date hereof and as of the Closing Date, as follows:
Appears in 6 contracts
Samples: Subscription Agreement (Prides Capital Partners, LLC), Subscription Agreement (Sanders Don A), Subscription Agreement (Waste Services, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers Holder that, as of the date hereof and as of the Closing Date:
Appears in 6 contracts
Samples: Exchange Agreement (IMAC Holdings, Inc.), Securities Exchange Agreement (Workhorse Group Inc.), Securities Exchange Agreement (Workhorse Group Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers Buyer that, as of the date hereof and as of the Closing Date:
Appears in 5 contracts
Samples: Securities Purchase Agreement (OKYO Pharma LTD), Securities Purchase Agreement (OKYO Pharma LTD), Securities Purchase Agreement (OKYO Pharma LTD)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchaser as of the date hereof and as of the Closing Datethat:
Appears in 5 contracts
Samples: Preferred Stock Purchase Agreement (Miravant Medical Technologies), Note and Common Stock Purchase Agreement (Beta Oil & Gas Inc), Securities Purchase Agreement (Miravant Medical Technologies)
Representations and Warranties of the Company. The Company represents and warrants to the Purchasers, and each of the Buyers thatthem, as of the date hereof and as of Closing Date the Closing Datefollowing:
Appears in 5 contracts
Samples: Securities Purchase Agreement (American International Petroleum Corp /Nv/), Securities Purchase Agreement (American International Petroleum Corp /Nv/), Securities Purchase Agreement (E Rex Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the Closing Datehereof:
Appears in 5 contracts
Samples: Securities Purchase Agreement (Hagerty, Inc.), Securities Purchase Agreement (PARETEUM Corp), Securities Purchase Agreement (PARETEUM Corp)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers Investor that, as of the date hereof and as of the Closing Date:
Appears in 5 contracts
Samples: Securities Purchase Agreement (iBio, Inc.), Securities Purchase Agreement (Dolphin Entertainment, Inc.), Securities Purchase Agreement (Brickell Biotech, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Buyer that as of the date hereof Execution Date and as of the each Closing Date:Date (or as of such other time expressly specified below):
Appears in 5 contracts
Samples: Note Purchase Agreement (Nexien Biopharma, Inc.), Note Purchase Agreement (Discount Print Usa, Inc.), Note Purchase Agreement (Boatim Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchaser as of the date hereof and as of the Closing Datethat:
Appears in 5 contracts
Samples: Share Subscription Agreement (Apollo Investment Corp), Share Subscription Agreement (KKR Financial Holdings LLC), Share Subscription Agreement (Cb Richard Ellis Group Inc)
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers that, as of the date hereof and Purchaser as of the Closing Date, and agrees, as follows:
Appears in 5 contracts
Samples: Purchase Agreement (Wits Basin Precious Minerals Inc), Purchase Agreement (Nyfix Inc), Purchase Agreement (Bell Industries Inc /New/)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as follows as of the date hereof and as of the Closing Date:
Appears in 5 contracts
Samples: Note and Warrant Purchase Agreement (Integral Vision Inc), Note and Warrant Purchase Agreement (Integral Vision Inc), Note and Warrant Purchase Agreement (Integral Vision Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of on the date hereof and as of on the Closing DateDate that:
Appears in 5 contracts
Samples: Securities Purchase Agreement (Comanche Clean Energy Corp), Securities Purchase Agreement (Comanche Clean Energy Corp), Securities Purchase Agreement (Golden Autumn Holdings Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers Buyer that, as of the date hereof and as of the Closing Date:
Appears in 5 contracts
Samples: Note Purchase Agreement (Energy Focus, Inc/De), Note Purchase Agreement (Merisel Inc /De/), Note Purchase Agreement (Energy Focus, Inc/De)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers Investors that, as of the date hereof and as of the Closing DateClosing:
Appears in 5 contracts
Samples: Stock Purchase Agreement (Neomagic Corp), Stock Purchase Agreement (Neomagic Corp), Stock Purchase Agreement (Neomagic Corp)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the applicable Closing Date:
Appears in 5 contracts
Samples: Securities Purchase Agreement (Pegasi Energy Resources Corporation.), Securities Purchase Agreement (Dipexium Pharmaceuticals, LLC), Securities Purchase Agreement (Dipexium Pharmaceuticals, LLC)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchaser as of the date hereof and as of on the Closing DateDate as follows:
Appears in 5 contracts
Samples: Securities Purchase Agreement (Digital Power Corp), Securities Purchase Agreement (Digital Power Corp), Securities Purchase Agreement (Digital Power Corp)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchasers as of the date hereof and as of the Closing DateDate as follows:
Appears in 4 contracts
Samples: Stock and Warrant Purchase Agreement (Evergreen Solar Inc), Stock and Warrant Purchase Agreement (Chleboski Richard G), Stock and Warrant Purchase Agreement (Shaw Robert W Jr)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the Closing DateDate and except as set forth in the Disclosure Schedule hereto:
Appears in 4 contracts
Samples: Securities Purchase Agreement (CorMedix Inc.), Securities Purchase Agreement (CorMedix Inc.), Securities Purchase Agreement (CorMedix Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchaser on and as of the date hereof and on and as of the Closing DateDate as follows:
Appears in 4 contracts
Samples: Stock and Warrant Purchase Agreement (Healthaxis Inc), Stock and Warrant Purchase Agreement (Tak Sharad Kumar), Stock and Warrant Purchase Agreement (Healthaxis Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the Initial Closing Date and each Subsequent Closing Date:
Appears in 4 contracts
Samples: Securities Purchase Agreement (Workhorse Group Inc.), Securities Purchase Agreement (AMERICAN BATTERY TECHNOLOGY Co), Securities Purchase Agreement (Astra Space, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchaser as of the date hereof and as of the Closing Datethat:
Appears in 4 contracts
Samples: www.sec.gov, Guarantee Agreement (Yamana Gold Inc), Note Purchase Agreement (Yamana Gold Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of to, and agrees with, the Buyers that, Initial Purchasers that as of the date hereof and as of at the Closing Date:Date (as defined herein):
Appears in 4 contracts
Samples: Purchase Agreement (Transcontinental Gas Pipe Line Corp), Northwest Pipeline Corp, Transcontinental Gas Pipe Line Corp
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers that, Purchasers as of the date hereof and as of the Closing DateDate that:
Appears in 4 contracts
Samples: Purchase Agreement (Cazoo Group LTD), Registration Rights Agreement (Kennedy-Wilson Holdings, Inc.), Stock Purchase Agreement (Gardenburger Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of to, and covenants with, the Buyers that, Purchasers as of the date hereof and as of the Closing DateDate as follows:
Appears in 4 contracts
Samples: Stock Purchase Agreement (Usinternetworking Inc), Stock Purchase Agreement (Usinternetworking Inc), Stock Purchase Agreement (Usinternetworking Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the Closing DateDate that:
Appears in 4 contracts
Samples: Securities Purchase Agreement (Biodelivery Sciences International Inc), Securities Purchase Agreement (Edap TMS Sa), Securities Purchase Agreement (Elbit Vision Systems LTD)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchaser as follows as of the date hereof and as of the Closing Date:
Appears in 4 contracts
Samples: Share Purchase Agreement, Share Purchase Agreement (Home Inns & Hotels Management Inc.), Share Purchase Agreement (Jinglong Group Co., Ltd.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of Purchasers on the date hereof and as of on the Closing DateDate as follows:
Appears in 4 contracts
Samples: Securities Purchase Agreement (Welsh Carson Anderson Stowe Viii Lp), Securities Purchase Agreement (Savvis Communications Corp), Securities Purchase Agreement (Savvis Communications Corp)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers thatwarrants, as of the date hereof and as of the Closing Date, to each of the Buyers, that:
Appears in 3 contracts
Samples: Securities Purchase Agreement (South Texas Oil Co), Securities Purchase Agreement (South Texas Oil Co), Securities Purchase Agreement (South Texas Oil Co)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the Closing Date:Date (which representations and warranties shall be deemed to apply, where appropriate, to each Subsidiary (as defined below) of the Company):
Appears in 3 contracts
Samples: Securities Purchase Agreement (India Globalization Capital, Inc.), Securities Purchase Agreement (Adeona Pharmaceuticals, Inc.), Securities Purchase Agreement (Adeona Pharmaceuticals, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Investor as of the date hereof and follows as of the Closing Date:
Appears in 3 contracts
Samples: Securities Purchase Agreement (Reliability Inc), Securities Purchase Agreement (Reliability Inc), Securities Purchase Agreement (Reliability Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, that as of the date hereof and as of the Closing Date:
Appears in 3 contracts
Samples: Common Stock Purchase Agreement (Beyond Air, Inc.), Common Stock Purchase Agreement (Beyond Air, Inc.), Common Stock Purchase Agreement (Alder Biopharmaceuticals Inc)
Representations and Warranties of the Company. The Company represents and warrants to to, and agrees with, each of the Buyers that, Holder as of the date hereof and as of the Closing DateDate as follows:
Appears in 3 contracts
Samples: Series a Preferred Stockholder Agreement (Itc Deltacom Inc), Wcas Exchange Agreement (Itc Deltacom Inc), Series D Warrant Exchange Agreement (Itc Deltacom Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Buyer as of the date hereof and as of the Closing DateDate (except as otherwise provided herein) that:
Appears in 3 contracts
Samples: Purchase Agreement (Jones Apparel Group Inc), Purchase Agreement (Kasper a S L LTD), Purchase Agreement (Kasper a S L LTD)
Representations and Warranties of the Company. The Company represents and warrants warrants, as of the date of this Agreement and the Closing Date to each of the Buyers and to the Placement Agents that, as of the date hereof and as of the Closing Date:
Appears in 3 contracts
Samples: Securities Purchase Agreement (Applied Therapeutics Inc.), Securities Purchase Agreement (Applied Therapeutics Inc.), Securities Purchase Agreement (Applied Therapeutics Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof Subscription Date and as of the Closing Date:
Appears in 3 contracts
Samples: Securities Purchase Agreement (Alternus Clean Energy, Inc.), Securities Purchase Agreement (Expion360 Inc.), Securities Purchase Agreement (Interactive Strength, Inc.)
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers Investor that, as of the date hereof and as of the Closing Datedate of the applicable Closing:
Appears in 3 contracts
Samples: Membership Interest Purchase Agreement (Nutracea), Membership Interest Purchase Agreement (Nutracea), Membership Interest Purchase Agreement (Nutracea)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the Closing DateDate to each of the Buyer that:
Appears in 3 contracts
Samples: Securities Purchase Agreement (Platina Energy Group Inc.), Securities Purchase Agreement (Platina Energy Group Inc.), Securities Purchase Agreement (Vortex Resources Corp.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Buyer as of the date hereof and as of the Closing DateDate as follows:
Appears in 3 contracts
Samples: Escrow Agreement (Casino Resource Corp), Escrow Agreement (Casino Resource Corp), Escrow Agreement (Casino Resource Corp)
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers thatPurchaser in a Closing, as of the date hereof and of such Closing, as of the Closing Datefollows:
Appears in 3 contracts
Samples: Note Purchase Agreement (Desert Hawk Gold Corp.), Note and Warrant Purchase Agreement (Augme Technologies, Inc.), Note Purchase Agreement (Bitzio, Inc.)
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers thatPurchaser, as of the date hereof and as of the each Closing Date, as follows:
Appears in 3 contracts
Samples: Share Purchase Agreement (ESGL Holdings LTD), Securities Purchase Agreement (Penske Capital Partners LLC), Securities Purchase Agreement (United Auto Group Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the Closing DateDate as follows:
Appears in 3 contracts
Samples: Preferred Stock Purchase Agreement (Avantair, Inc), Preferred Stock Purchase Agreement (Avantair, Inc), Preferred Stock Purchase Agreement (Rand Acquisition CORP)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers thatBuyers, as of the date hereof and as of the Closing Date, knowing and intending the Buyers’ reliance hereon, that:
Appears in 3 contracts
Samples: Stock Purchase Agreement (Carlyle Group L.P.), Stock Purchase Agreement (Avenue Capital Management II, L.P.), Stock Purchase Agreement (Solus Alternative Asset Management LP)
Representations and Warranties of the Company. The Company represents and warrants to each of Purchaser on the Buyers that, as of Execution Date and on the date hereof and as of the Closing Datethat:
Appears in 3 contracts
Samples: Note Purchase Agreement (Epr Properties), Note Purchase Agreement (Kilroy Realty, L.P.), Accession Agreement (Hudson Pacific Properties, L.P.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchasers as follows as of the date hereof and as of the Closing Dateas follows:
Appears in 3 contracts
Samples: Stock Purchase Agreement (PNV Net Inc), Stock Purchase Agreement (Park N View Inc), Warrant Purchase Agreement (Creditrust Corp)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the Initial Closing Date and each Subsequent Closing Date, if any:
Appears in 3 contracts
Samples: Voting Agreement (Velo3D, Inc.), Securities Purchase Agreement (Bionano Genomics, Inc.), Voting Agreement (Velo3D, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers Purchaser that, as of the date hereof and as of the Closing Date:
Appears in 3 contracts
Samples: Preferred Stock Purchase Agreement (BLVD Holdings Inc), Preferred Stock Purchase Agreement (Cyber Supply Inc.), Common Stock Purchase Agreement (Cig Wireless Corp.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers thatBuyers, as of the date hereof and as of the Closing DateDate (unless otherwise provided herein), that:
Appears in 3 contracts
Samples: Securities Purchase Agreement (Alpha-en Corp), Securities Purchase Agreement (Alpha-en Corp), Securities Purchase Agreement (Alpha-en Corp)
Representations and Warranties of the Company. The Company represents and warrants to to, and agrees with, each of the Buyers thatPurchaser, as of the date hereof and as of the Closing Date, as follows:
Appears in 2 contracts
Samples: Exchange Agreement (Protalix BioTherapeutics, Inc.), Exchange Agreement (Protalix BioTherapeutics, Inc.)
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers that, Purchaser as of the date hereof and as of the Closing DateDate as that:
Appears in 2 contracts
Samples: Share Purchase Agreement (Missfresh LTD), Share Purchase Agreement (Missfresh LTD)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers Investor Group Representative and each Purchaser that, as of the date hereof Effective Date and as of the date of each Closing Datehereunder:
Appears in 2 contracts
Samples: Master Note Agreement (CERNER Corp), Master Note Agreement (CERNER Corp)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof Purchaser on and as of the Closing DateDate that:
Appears in 2 contracts
Samples: Note Purchase Agreement (Perkinelmer Inc), Note Purchase Agreement (Perkinelmer Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers Purchaser that, as of the date hereof and as of the Closing Date:
Appears in 2 contracts
Samples: Subscription Agreement (America Capital Energy Corp), Subscription Agreement (Crimson Exploration Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers Purchaser that, as of the date hereof and as of the Closing Date, as follows:
Appears in 2 contracts
Samples: Note Purchase Agreement (Li-Cycle Holdings Corp.), Note Purchase Agreement (Li-Cycle Holdings Corp.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers Purchaser that, on and as of the date hereof and as of the Closing DateClosing:
Appears in 2 contracts
Samples: Bond Purchase Agreement (Centerpoint Energy Inc), Bond Purchase Agreement (Centerpoint Energy Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers Buyer that, as of the date hereof and as of the Closing Dateeach Closing:
Appears in 2 contracts
Samples: Debenture Purchase Agreement (Remark Holdings, Inc.), Securities Purchase Agreement (Bit Digital, Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the Closing DateDate to each of the Buyers that:
Appears in 2 contracts
Samples: Securities Purchase Agreement (DNC Multimedia Corp), Securities Purchase Agreement (Planetlink Communications Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Buyer that as of the date hereof Execution Date and as of the Closing Date:Date (or as of such other time expressly specified below):
Appears in 2 contracts
Samples: Note Purchase Agreement (Deep Green Waste & Recycling, Inc.), Note Purchase Agreement (Deep Green Waste & Recycling, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of and agrees with the Buyers thatPurchaser, as of the date hereof Initial Closing Date, and as of the each Option Closing Date, that:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Genzyme Corp), Stock Purchase Agreement (Focal Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the Closing DateClosing:
Appears in 2 contracts
Samples: Securities Purchase Agreement (Medicine Man Technologies, Inc.), Securities Purchase Agreement (Medicine Man Technologies, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers thatPurchasers, on and as of the date hereof of this Agreement and on and as of the each Closing Date, as follows:
Appears in 2 contracts
Samples: Securities Purchase Agreement (Interoil Corp), Securities Purchase Agreement (Interoil Corp)
Representations and Warranties of the Company. The Company represents and warrants to each Purchaser on the date of the Buyers Closing, that, as of the date hereof and as of the Closing Date:
Appears in 2 contracts
Samples: Note Purchase Agreement (Solar Senior Capital Ltd.), Note Purchase Agreement (Solar Capital Ltd.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers thatBuyer, as of the date hereof and as of the Closing DateClosing, that:
Appears in 2 contracts
Samples: Share Purchase Agreement (Recon Technology, LTD), Share Purchase Agreement (Dehaier Medical Systems LTD)
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers that, Buyer as of the date hereof and as of the Closing Date:
Appears in 2 contracts
Samples: Stock Purchase Agreement, Stock Purchase Agreement (One Horizon Group, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchaser as follows as of the date hereof and as of the Closing Date:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Thomas Pharmaceuticals, Ltd.), Stock Purchase Agreement (Ivoice, Inc /De)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof Execution Date and as of the First Closing Dateand the Second Closing:
Appears in 2 contracts
Samples: Securities Purchase Agreement (Probility Media Corp), Securities Purchase Agreement (Probility Media Corp)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and Initial Purchaser as of the Closing Date:
Appears in 2 contracts
Samples: Note Purchase Agreement (REV Renewables, Inc.), Note Purchase Agreement (REV Renewables, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers thatPurchaser, as of the date hereof and as of the Closing Date, that:
Appears in 2 contracts
Samples: Purchase Agreement (Temasek Holdings (Private) LTD), Securities Subscription Agreement (Krantor Corp)
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers that, Purchasers as of the date hereof and as of the Closing DateDate as follows:
Appears in 2 contracts
Samples: Standstill Agreement (Clayton Williams Energy Inc /De), Securities Purchase Agreement (MHI Hospitality CORP)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchasers as of the date hereof and as of the Closing DateTime that:
Appears in 2 contracts
Samples: Purchase Agreement (FreightCar America, Inc.), Purchase Agreement (FCA Acquisition Corp.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers Holders that, as of the date hereof and as of the Closing Date:
Appears in 2 contracts
Samples: Voting Agreement (Velo3D, Inc.), Securities Exchange Agreement (Agrify Corp)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Investor as of the date hereof and as of on the Closing Date, as follows:
Appears in 2 contracts
Samples: Exchange and Recapitalization Agreement, Exchange and Recapitalization Agreement (SAVVIS, Inc.)
