Accuracy of the Purchaser’s Representations and Warranties. The representations and warranties of each Purchaser shall be true and correct in all material respects (except for those representations and warranties that are qualified by materiality or Material Adverse Effect, which shall be true and correct in all respects) as of the date when made and as of the Closing Date as though made at that time, except for representations and warranties that are expressly made as of a particular date, which shall be true and correct in all material respects (except for those representations and warranties that are qualified by materiality or Material Adverse Effect, which shall be true and correct in all respects) as of such date.
Appears in 6 contracts
Samples: Note and Warrant Purchase Agreement (Merchandise Creations, Inc.), Securities Purchase Agreement (Ambient Corp /Ny), Securities Purchase Agreement (Ambient Corp /Ny)
Accuracy of the Purchaser’s Representations and Warranties. The representations and warranties of each the Purchaser shall be true and correct in all material respects (except for those representations and warranties that are qualified by materiality or Material Adverse Effect, which shall be true and correct in all respects) as of the date when made and as of the Closing Date as though made at that time, except for representations and warranties that are expressly made as of a particular date, which shall be true and correct in all material respects (except for those representations and warranties that are qualified by materiality or Material Adverse Effect, which shall be true and correct in all respects) as of such date.
Appears in 5 contracts
Samples: Debenture and Warrant Purchase Agreement (Electro Energy Inc), Debenture and Warrant Purchase Agreement (Electro Energy Inc), Debenture and Warrant Purchase Agreement (Electro Energy Inc)
Accuracy of the Purchaser’s Representations and Warranties. The representations and warranties of each Purchaser shall be true and correct in all material respects (except for those representations and warranties that are qualified by materiality or Material Adverse Effect, which shall be true and correct in all respects) as of the date when made and as of the applicable Closing Date Date, as though made at that time, except for representations and warranties that are expressly made as of a particular date, which shall be true and correct in all material respects (except for those representations and warranties that are qualified by materiality or Material Adverse Effect, which shall be true and correct in all respects) as of such date.
Appears in 5 contracts
Samples: Series B Preferred (Glowpoint Inc), Series B Preferred Stock Purchase Agreement (Glowpoint Inc), Convertible Preferred Stock Purchase Agreement (BBN Global Consulting, Inc)
Accuracy of the Purchaser’s Representations and Warranties. The representations and warranties of each Purchaser shall be true and correct in all material respects (except for those representations and warranties that are qualified by materiality or Material Adverse Effect, which shall be true and correct in all respects) as of the date when made and as of the Closing Date Date, as though made at that time, except for representations and warranties that are expressly made as of a particular date, which shall be true and correct in all material respects (except for those representations and warranties that are qualified by materiality or Material Adverse Effect, which shall be true and correct in all respects) as of such date.
Appears in 5 contracts
Samples: Series a Preferred Purchase Agreement (World Racing Group, Inc.), Series B Preferred Stock (Bond Laboratories, Inc.), Escrow Agreement (Bond Laboratories, Inc.)
Accuracy of the Purchaser’s Representations and Warranties. The representations and warranties of each Purchaser shall be true and correct in all material respects (except for those representations and warranties that are qualified by materiality or Material Adverse Effect, which shall be true and correct in all respects) as of the date when made and as of the each Closing Date as though made at that time, except for representations and warranties that are expressly made as of a particular date, which shall be true and correct in all material respects (except for those representations and warranties that are qualified by materiality or Material Adverse Effect, which shall be true and correct in all respects) as of such date.
Appears in 3 contracts
Samples: Note and Warrant Purchase Agreement (Technoconcepts, Inc.), Note and Warrant Purchase Agreement (Technoconcepts, Inc.), Note and Warrant Purchase Agreement (Manaris Corp)
Accuracy of the Purchaser’s Representations and Warranties. The representations and warranties of each the Purchaser shall be true and correct in all material respects (except for those representations and warranties that are qualified by materiality or Material Adverse Effectmateriality, which shall be true and correct in all respects) as of the date when made and as of the Closing Date as though made at that time, except for representations and warranties that are expressly made as of a particular date, which shall be true and correct in all material respects (except for those representations and warranties that are qualified by materiality or Material Adverse Effect, which shall be true and correct in all respects) as of such date.
Appears in 3 contracts
Samples: Share Purchase Agreement (Modsys International LTD), Share Purchase Agreement (Modsys International LTD), Share Purchase Agreement (Modsys International LTD)
Accuracy of the Purchaser’s Representations and Warranties. The representations and warranties of each the Purchaser shall be true and correct in all material respects (except for those representations and warranties that are qualified by materiality or Material Adverse Effect, which shall be true and correct in all respects) as of the date when made and as of the each Closing Date as though made at that time, except for representations and warranties that are expressly made as of a particular date, which shall be true and correct in all material respects (except for those representations and warranties that are qualified by materiality or Material Adverse Effect, which shall be true and correct in all respects) as of such date.
Appears in 3 contracts
Samples: Note Purchase Agreement (Ambient Corp /Ny), Securities Purchase Agreement (Ambient Corp /Ny), Note Purchase Agreement (As Seen on TV, Inc.)
Accuracy of the Purchaser’s Representations and Warranties. The representations and warranties of each Purchaser the Purchasers shall be true and correct in all material respects (except for those representations and warranties that are qualified by materiality or Material Adverse Effectmateriality, which shall be true and correct in all respects) as of the date when made and as of the Closing Date as though made at that time, except for representations and warranties that are expressly made as of a particular date, which shall be true and correct in all material respects (except for those representations and warranties that are qualified by materiality or Material Adverse Effect, which shall be true and correct in all respects) as of such date.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Bluephoenix Solutions LTD), Securities Purchase Agreement (Modsys International LTD)
Accuracy of the Purchaser’s Representations and Warranties. The representations and warranties of each Purchaser shall be true and correct in all material respects (except for those representations and warranties that are qualified by materiality or Material Adverse Effectmateriality, which shall be true and correct in all respects) as of the date when made and as of the Closing Date as though made at that time, except for representations and warranties that are expressly made as of a particular date, which shall be true and correct in all material respects (except for those representations and warranties that are qualified by materiality or Material Adverse Effectmateriality, which shall be true and correct in all respects) as of such date.
Appears in 1 contract
Samples: Securities Purchase Agreement (Bluephoenix Solutions LTD)
Accuracy of the Purchaser’s Representations and Warranties. The representations and warranties of each the Purchaser shall be true and correct in all material respects (except for those representations and warranties that are qualified by materiality or Material Adverse Effect, which shall be true and correct in all respects) as of the date when made and as of the each Closing Date as though made at that time, except for representations and warranties that are expressly made as of a particular date, which shall be true and correct in all material respects (except for those representations and warranties that are qualified by materiality or Material Adverse Effectmateriality, which shall be true and correct in all respects) as of such date.
Appears in 1 contract
Accuracy of the Purchaser’s Representations and Warranties. The representations and warranties of each the Purchaser hereunder shall be true and correct in all material respects (except for those representations and warranties that are qualified by materiality or Material Adverse Effectmateriality, which shall be true and correct in all respects) as of the date when made and as of the Closing Date Date, as though made at that time, except for representations and warranties that are expressly made as of a particular date, which shall be true and correct in all material respects (except for those representations and warranties that are qualified by materiality or Material Adverse Effectmateriality, which shall be true and correct in all respects) as of such date.
Appears in 1 contract
