Covenants, Representations and Warranties of the Holders. Each Holder (and, where specified below, the Undersigned) hereby covenants as follows, and makes the following representations and warranties, each of which is and shall be true and correct on the date hereof and at and as of the Closing, to the Company and to HudsonWest LLC (the “Financial Advisor”), and all such covenants, representations and warranties shall survive the Closing.
Appears in 7 contracts
Sources: Exchange Agreement (Granite Construction Inc), Exchange Agreement (Dick's Sporting Goods, Inc.), Exchange Agreement (Dick's Sporting Goods, Inc.)
Covenants, Representations and Warranties of the Holders. Each The Holder (and, where specified below, the Undersigned) hereby covenants as follows, and makes the following representations and warranties, each of which is and shall be true and correct on the date hereof and at and as of the Closinghereof, to the Company and to HudsonWest LLC (the “Financial Advisor”)Company, and all such covenants, representations and warranties shall survive the Closing.
Appears in 6 contracts
Sources: Settlement Agreement (NightFood Holdings, Inc.), Settlement and Exchange Agreement (Mitesco, Inc.), Settlement and Exchange Agreement (Mitesco, Inc.)
Covenants, Representations and Warranties of the Holders. Each Holder (and, where specified below, the Undersigned) The Undersigned hereby covenants as follows, and makes the following representations and warrantieswarranties on its own behalf and where specified below, on behalf of each Holder, each of which is and shall be true and correct on the date hereof and at and as of the Closing, to the Company and to HudsonWest LLC (the “Financial Advisor”)OpCo, and all such covenants, representations and warranties shall survive the Closing.
Appears in 4 contracts
Sources: Exchange Agreement (Veeco Instruments Inc), Exchange Agreement (Invacare Corp), Exchange Agreement (Invacare Corp)
Covenants, Representations and Warranties of the Holders. Each Holder (and, where specified below, the Undersigned) hereby covenants as follows, and makes makes, severally and not jointly, the following representations and warranties, each of which is and shall be true and correct on the date hereof and at and as of the Closing, to the Company and to HudsonWest LLC (the “Financial Advisor”), and all such covenants, representations and warranties shall survive the Closing.
Appears in 4 contracts
Sources: Exchange Agreement (Chegg, Inc), Exchange Agreement (Chegg, Inc), Exchange Agreement (Chegg, Inc)
Covenants, Representations and Warranties of the Holders. Each Holder (and, where specified below, the Undersigned) The Undersigned hereby covenants as follows, and makes the following representations and warrantieswarranties on its own behalf and where specified below, on behalf of each Holder, each of which is and shall be true and correct on the date hereof and at and as of the each Closing, to the Company and to HudsonWest LLC (the “Financial Advisor”)Lazard, and all such covenants, representations and warranties shall survive the each Closing.
Appears in 4 contracts
Sources: Exchange Agreement (Forest City Enterprises Inc), Exchange Agreement (Forest City Enterprises Inc), Exchange Agreement (Forest City Enterprises Inc)
Covenants, Representations and Warranties of the Holders. Each Holder (and, where specified below, the Undersigned) hereby covenants as follows, follows and makes the following representations and warranties, each of which is and shall be true and correct on the date hereof and at and as of the Closing, to the Company and to HudsonWest LLC (the “Financial Advisor”)Company, and all such covenants, representations and warranties shall survive the Closing.
Appears in 4 contracts
Sources: Exchange Agreement (Amicus Therapeutics, Inc.), Exchange Agreement (Amicus Therapeutics, Inc.), Exchange Agreement (Amicus Therapeutics, Inc.)
Covenants, Representations and Warranties of the Holders. Each Holder (and, where specified below, the Undersigned) The Undersigned hereby covenants as follows, and makes the following representations and warrantieswarranties on its own behalf and where specified below, on behalf of each Holder, each of which is and shall be true and correct on the date hereof and at and as of the Closing, to the Company and to HudsonWest LLC (the “Financial Advisor”)Company, and all such covenants, representations and warranties shall survive the Closing.
Appears in 3 contracts
Sources: Note Purchase Agreement (Veeco Instruments Inc), Purchase Agreement (Forest City Realty Trust, Inc.), Purchase Agreement (Forest City Realty Trust, Inc.)
Covenants, Representations and Warranties of the Holders. Each Holder (and, where specified below, the Undersigned) hereby covenants (solely as followsto itself, severally and not jointly) as follows and makes the following representations and warrantieswarranties (solely as to itself, severally and not jointly), each of which is and shall be true and correct on the date hereof and at and as of the Closing, to the Company and to HudsonWest LLC (the “Financial Advisor”)Company, and all such covenants, representations and warranties shall survive the Closing.
Appears in 3 contracts
Sources: Exchange Agreement (Raging Capital Management, LLC), Exchange Agreement (Castle a M & Co), Exchange Agreement (Castle a M & Co)
Covenants, Representations and Warranties of the Holders. Each Holder (andHolder, where specified belowseverally and not jointly, the Undersigned) hereby covenants as follows, and makes the following representations and warranties, each of which is and shall be true and correct on the date hereof and at and as of the Closing, to the Company and to HudsonWest LLC (the “Financial Advisor”)Company, and all such covenants, representations and warranties shall survive the Closing.
Appears in 3 contracts
Sources: Note Repurchase Agreement (Luminar Technologies, Inc./De), Convertible Notes Exchange Agreement (Biora Therapeutics, Inc.), Convertible Notes Exchange Agreement (Biora Therapeutics, Inc.)
Covenants, Representations and Warranties of the Holders. Each Holder (and, where specified below, the Undersigned) hereby covenants as follows, and makes the following representations and warranties, each of which is and shall be true and correct on the date hereof and at and as of the Closing, Closing to the Company and to HudsonWest LLC (the “Financial Advisor”)Company, and all such covenants, representations and warranties shall survive the Closing.
Appears in 2 contracts
Sources: Purchase Agreement (Marcus Corp), Purchase Agreement (Marcus Corp)
Covenants, Representations and Warranties of the Holders. Each Holder (and, where specified below, the Undersigned) The Undersigned hereby covenants as follows, and makes the following representations and warrantieswarranties on its own behalf and where specified below, on behalf of each Holder, each of which is and shall be true and correct on the date hereof and at and as of the Closing, to the Company and to HudsonWest LLC (the “Financial Advisor”)Lazard, and all such covenants, representations and warranties shall survive the Closing.
Appears in 2 contracts
Sources: Exchange Agreement (Forest City Enterprises Inc), Exchange Agreement (Forest City Enterprises Inc)
Covenants, Representations and Warranties of the Holders. Each Holder (and, where specified below, the Undersigned) hereby covenants as follows, and makes the following representations and warranties, each of which is and shall be true and correct on the date hereof and at and as of the Closing, to GEOCH, the Company and to HudsonWest Citizens JMP Securities, LLC (the “Financial Advisor”), and all such covenants, representations and warranties shall survive the Closing.
Appears in 2 contracts
Sources: Exchange Agreement (Geo Group Inc), Exchange Agreement (Geo Group Inc)
Covenants, Representations and Warranties of the Holders. Each Holder (and, where specified below, the Undersigned) The Undersigned hereby covenants as follows, and makes the following representations and warrantieswarranties on its own behalf and where specified below, on behalf of each Holder, each of which is and shall be true and correct on the date hereof and at and as of the Closing, to the Company Company, the Guarantors and to HudsonWest LLC (the “Financial Advisor”)JMP, and all such covenants, representations and warranties shall survive the Closing.
Appears in 2 contracts
Sources: Exchange Agreement (Egalet Corp), Exchange Agreement (Egalet Corp)
Covenants, Representations and Warranties of the Holders. Each Holder (andHolder, where specified belowseverally and not jointly, the Undersigned) hereby covenants as follows, and makes the following representations and warranties, each of which is and shall be true and correct on the date hereof and at and as of the applicable Closing, to the Company and to HudsonWest LLC (the “Financial Advisor”)Company, and all such covenants, representations and warranties shall survive the ClosingClosings.
Appears in 1 contract
Sources: Convertible Notes Exchange Agreement (Biora Therapeutics, Inc.)
Covenants, Representations and Warranties of the Holders. Each Holder (and, where specified below, the Undersigned) hereby covenants (solely as follows, to itself) as follows and makes the following representations and warrantieswarranties (solely as to itself), each of which is and shall be true and correct on the date hereof and at and as of the Closing, to the Company and to HudsonWest LLC (the “Financial Advisor”)Leerink Partners LLC, and all such covenants, representations and warranties shall survive the Closing.
Appears in 1 contract
Covenants, Representations and Warranties of the Holders. Each Holder (and, where specified below, the Undersigned) hereby covenants as follows, and makes the following representations and warranties, each of which is and shall be true and correct on the date hereof and at and as of the Closing, to the Company and to HudsonWest ▇▇▇▇▇▇▇▇▇ LLC (the “Financial AdvisorRepurchase Agent”), and all such covenants, representations and warranties shall survive the Closing.
Appears in 1 contract
Covenants, Representations and Warranties of the Holders. Each Holder (and, where specified below, the Undersigned) hereby covenants as follows, and makes the following representations and warranties, each of which is and shall be true and correct on the date hereof and at and as of the Closing, to the Company and to HudsonWest LLC ▇▇▇▇▇▇▇ ▇▇▇▇▇ LLP (the “Financial AdvisorExchange Agent”), and all such covenants, representations and warranties shall survive the Closing.
Appears in 1 contract
Covenants, Representations and Warranties of the Holders. Each Holder (and, where specified below, the Undersigned) The Undersigned hereby covenants as follows, and makes the following representations and warrantieswarranties on its own behalf and where specified below, on behalf of each Holder, each of which is and shall be true and correct on the date hereof and at and as of the Closing, to the Company and to HudsonWest LLC (the “Financial Advisor”), and all such covenants, representations and warranties shall survive the Closing.
Appears in 1 contract
Sources: Purchase Agreement (CONMED Corp)
Covenants, Representations and Warranties of the Holders. Each Holder The Undersigned, for itself (and, where specified below, the Undersignedon behalf of each Holder) hereby covenants as follows, and makes makes, severally and not jointly, the following representations and warrantieswarranties for itself (and, where specified below, on behalf of each Holder), each of which is and shall be true and correct on the date hereof and at and as of the Closing, to the Company and to HudsonWest ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. LLC (the “Financial AdvisorExchange Agent”), and all such covenants, representations and warranties shall survive the Closing.
Appears in 1 contract
Sources: Exchange Agreement (Docusign, Inc.)
Covenants, Representations and Warranties of the Holders. Each The Holder (and, where specified below, the Undersigned) hereby covenants as follows, and makes the following representations and warrantieswarranties for itself, each of which is and shall be true and correct on the date hereof and at and as of on the ClosingClosing Date, to the Company and to HudsonWest LLC (the “Financial Advisor”)Company, and all such covenants, representations and warranties shall survive the Closing.
Appears in 1 contract
Covenants, Representations and Warranties of the Holders. Each Holder (and, where specified below, the Undersigned) hereby covenants (solely as to itself), as follows, and makes the following representations and warrantieswarranties (solely as to itself), each of which is and shall be true and correct on the date hereof and at and as of the Closing, to the Company and to HudsonWest LLC (the “Financial Advisor”)Barclays Capital Inc., and all such covenants, representations and warranties shall survive the Closing.
Appears in 1 contract
Covenants, Representations and Warranties of the Holders. Each Holder (and, where specified below, the Undersigned) hereby covenants (solely as to itself) as follows, and makes the following representations and warrantieswarranties (solely as to itself), each of which is and shall be true and correct on the date hereof and at and as of the each Closing, to the Company and to HudsonWest LLC (the “Financial Advisor”)▇▇▇▇▇ and Company, LLC, and all such covenants, representations and warranties shall survive the each Closing.
Appears in 1 contract
Sources: Conversion Agreement (Merrimack Pharmaceuticals Inc)
Covenants, Representations and Warranties of the Holders. Each Holder (and, where specified below, the Undersigned) The Undersigned hereby covenants as follows, and makes the following representations and warrantieswarranties on its own behalf and where specified below, on behalf of each Holder, each of which is and shall be true and correct on the date hereof and at and as of the Closing, to the Company Company, each subsidiary guarantor, and to HudsonWest ▇. ▇▇▇▇ Capital Advisors LLC (the “Financial AdvisorJWCA”), and all such covenants, representations and warranties shall survive the Closing.
Appears in 1 contract
Covenants, Representations and Warranties of the Holders. Each Holder (andHolder, where specified belowseverally and not jointly, the Undersigned) hereby covenants as follows, and makes the following representations and warranties, each of which is and shall be true and correct on the date hereof and at and as of the each Closing, to the Company and to HudsonWest LLC (the “Financial Advisor”)Company, and all such covenants, representations and warranties shall survive all of the ClosingClosings.
Appears in 1 contract
Sources: Securities Exchange Agreement (Luminar Technologies, Inc./De)
Covenants, Representations and Warranties of the Holders. Each Holder (and, where specified below, the Undersigned) hereby covenants as follows, and makes makes, severally and not jointly, the following representations and warranties, each of which is and shall be true and correct on the date hereof and at and as of the Closing, to the Company and to HudsonWest ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. LLC (the “Financial AdvisorExchange Agent”), and all such covenants, representations and warranties shall survive the Closing.
Appears in 1 contract
Sources: Exchange Agreement (Chegg, Inc)
Covenants, Representations and Warranties of the Holders. Each Holder (and, where specified below, the Undersigned) hereby covenants as follows, and makes the following representations and warranties, each of which is and shall be true and correct on the date hereof and at and as of the Closing, to the Company and to HudsonWest ▇▇▇▇▇▇▇ ▇▇▇▇▇ & Co. LLC (the “Financial AdvisorExchange Agent”), and all such covenants, representations and warranties shall survive the Closing.
Appears in 1 contract
Sources: Exchange Agreement (Alteryx, Inc.)