OF THE PURCHASER Sample Clauses

OF THE PURCHASER. The Purchaser represents and warrants with respect to itself, as of the date hereof and as of the Effective Date to the Issuer as follows:
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OF THE PURCHASER. The Purchaser represents and warrants to the Seller as follows:
OF THE PURCHASER. The Purchaser hereby represents to the Sellers, on and as of the date of this Agreement and the Closing Date, as follows:
OF THE PURCHASER. Purchaser, represents, warrants and covenants to Company with respect to himself that the following are correct and complete as of the date hereof, except insofar as the representations and warranties relate expressly and solely to a particular date or period, in which case the Purchasers, warrant and covenant to Company that such representations and warranties were true, correct and complete with respect to such date or period:
OF THE PURCHASER. The Purchaser represents and warrants to the Stockholders and the Company as follows:
OF THE PURCHASER. The Purchaser hereby represents and warrants and covenants to Regency that:
OF THE PURCHASER. The Purchaser hereby represents and warrants to the Company and each Seller as follows:
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OF THE PURCHASER. The Purchaser hereby represents, warrants and covenants to the Seller that: (a) he has obtained, or has been given an opportunity to obtain, independent professional advice regarding the tax, accounting, legal and financial merits and consequences of the transactions contemplated herein and has been given an opportunity to consult his own individual counsel regarding the transactions contemplated herein; (b) has been given access to all documents and information, including, without limitation, financial statements, regarding Celerity as he and his advisors deem necessary in their evaluation of the transactions contemplated herein; (c) he is acquiring the Celerity Stock for investment, and not with a view to any distribution thereof that would violate the Securities Act of 1933, as amended (the "Securities Act"), or the applicable state securities laws of any state or country, and he shall not distribute the Celerity Stock in violation of the Securities Act or any applicable securities laws of any state or country; and (d) the Celerity Stock is "restricted" stock as defined under Rule 144 promulgated under the Securities Act of 1933, as amended.
OF THE PURCHASER. The obligation of the Purchaser to proceed with the Closing is subject to the satisfaction on or prior to the Closing Date of all of the following conditions, any one or more of which may be waived in whole or in part by the Purchaser: (a) the representations, warranties and covenants of the Seller contained in this Agreement shall be true and correct on and as of the Closing Date as if made on and as of the Closing Date, (b) the Purchaser shall have executed and delivered the Promissory Note to the Seller; and (c) the Purchaser shall have executed and delivered to the Seller the Pledge Agreement along with the Pledged Shares as set forth thereto.
OF THE PURCHASER. Section 4.01 Organization and Authority of the Purchaser and its Affiliates 49 Section 4.02 No Conflict 50 Section 4.03 Governmental Consents and Approvals 50 Section 4.04 Financing 50 Section 4.05 Litigation 50 Section 4.06 Brokers 51 Section 4.07 BSC’s Representations 51 ARTICLE V
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