Common use of Compliance with Xxxxxxxx-Xxxxx Act of 2002 Clause in Contracts

Compliance with Xxxxxxxx-Xxxxx Act of 2002. The Company has taken all necessary actions to ensure that, upon the effectiveness of the Registration Statement, it will be in compliance with any provision applicable to it of the Xxxxxxxx-Xxxxx Act of 2002 (the “Xxxxxxxx-Xxxxx Act”) and the rules and regulations promulgated in connection therewith, including, without limitation, Section 402 related to loans and Sections 302 and 906 related to certifications of the Xxxxxxxx-Xxxxx Act. Any certificate signed by an officer of the Company and delivered to the Underwriters or to counsel for the Underwriters shall be deemed to be a representation and warranty by the Company to the Underwriters as to the matters set forth therein. The Company acknowledges that the Underwriters and, for purposes of the opinions to be delivered pursuant to Section 5 hereof, counsel to the Company, will rely upon the accuracy and truthfulness of the foregoing representations and hereby consents to such reliance.

Appears in 2 contracts

Samples: Underwriting Agreement (FOTV Media Networks Inc.), Underwriting Agreement (FOTV Media Networks Inc.)

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Compliance with Xxxxxxxx-Xxxxx Act of 2002. The Company has taken all necessary actions and, to ensure thatthe best of its knowledge, upon the effectiveness of the Registration Statement, it will be its officers and directors are in compliance with any provision applicable to it provisions of the Xxxxxxxx-Xxxxx Act of 2002 and the rules and regulations promulgated in connection therewith (the “Xxxxxxxx-Xxxxx Act”) that are effective and are actively taking steps to ensure that they will be in compliance with other applicable provisions of the rules and regulations promulgated in connection therewithXxxxxxxx-Xxxxx Act upon the effectiveness of such provisions, including, without limitation, including Section 402 related to loans and Sections 302 and 906 related to certifications of the Xxxxxxxx-Xxxxx Actcertifications. Any certificate signed by an officer of the Company and delivered to the Underwriters Representatives or to counsel for the Underwriters shall be deemed to be a representation and warranty by the Company to the Underwriters each Underwriter as to the matters set forth therein. The Company acknowledges that the Underwriters and, for purposes of the opinions to be delivered pursuant to Section 5 hereof, counsel to the CompanyCompany and counsel to the Underwriters, will rely upon the accuracy and truthfulness of the foregoing representations and hereby consents to such reliance.

Appears in 1 contract

Samples: Underwriting Agreement (McCormick & Schmicks Seafood Restaurants Inc.)

Compliance with Xxxxxxxx-Xxxxx Act of 2002. The Company has taken all necessary actions to ensure that, upon the effectiveness of the Registration Statement, it will be in compliance with any provision applicable to it of the Xxxxxxxx-Xxxxx Act of 2002 and the rules and regulations promulgated in connection therewith (the “Xxxxxxxx-Xxxxx Act”) and the rules and regulations promulgated in connection therewith), including, without limitation, Section 402 related to loans and Sections 302 and 906 related to certifications of the Xxxxxxxx-Xxxxx Actcertifications. Any certificate signed by an officer of the Company and delivered to the Underwriters Representative or to counsel for the Underwriters shall be deemed to be a representation and warranty by the Company to the Underwriters each Underwriter as to the matters set forth therein. The Company acknowledges that the Underwriters and, for purposes of the opinions to be delivered pursuant to Section 5 hereof, counsel to the CompanyCompany and counsel to the Underwriters, will rely upon the accuracy and truthfulness of the foregoing representations and hereby consents to such reliance.

Appears in 1 contract

Samples: Underwriting Agreement (Code Rebel Corp)

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Compliance with Xxxxxxxx-Xxxxx Act of 2002. The Company has taken all necessary actions to ensure that, upon the effectiveness of the Registration Statement, it will be in compliance with any provision applicable to it of the Xxxxxxxx-Xxxxx Act of 2002 and the rules and regulations promulgated in connection therewith (the “Xxxxxxxx-Xxxxx Act”) and the rules and regulations promulgated in connection therewith), including, without limitation, Section 402 related to loans and Sections 302 and 906 related to certifications of the Xxxxxxxx-Xxxxx Actcertifications. Any certificate signed by an officer of the Company and delivered to the Underwriters Underwriter or to counsel for the Underwriters Underwriter shall be deemed to be a representation and warranty by the Company to the Underwriters each Underwriter as to the matters set forth therein. The Company acknowledges that the Underwriters Underwriter and, for purposes of the opinions to be delivered pursuant to Section 5 hereof, counsel to the Company, will rely upon the accuracy and truthfulness of the foregoing representations and hereby consents to such reliance.

Appears in 1 contract

Samples: Underwriting Agreement (Code Rebel Corp)

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