Common use of Representations and Indemnities to Survive Delivery Clause in Contracts

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreement.

Appears in 340 contracts

Samples: Underwriting Agreement (Heron Therapeutics, Inc. /De/), Underwriting Agreement (Abeona Therapeutics Inc.), Underwriting Agreement (Progenics Pharmaceuticals Inc)

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Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers or directors officers, directors, employees, agents or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Offered Shares Securities sold hereunder and any termination of this Agreement.

Appears in 135 contracts

Samples: Underwriting Agreement (FS Development Corp.), Underwriting Agreement (Tailwind International Acquisition Corp.), Underwriting Agreement (Tailwind International Acquisition Corp.)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its the Guarantors, their respective officers and of the several Underwriters Initial Purchasers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or Initial Purchaser, the Company Company, any Guarantor or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares Securities sold hereunder and any termination of this Agreement.

Appears in 69 contracts

Samples: Purchase Agreement (Kemet Corp), Purchase Agreement (Prestige Brands Holdings, Inc.), Purchase Agreement (Steel Dynamics Inc)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties warranties, indemnities and other statements of the Company, of Company or its officers and of the several Underwriters Underwriter set forth in or made pursuant to this Agreement and the related Terms Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any the Underwriter or the Company or any of its or their partnersthe officers, officers or directors or any controlling personpersons referred to in Section 7 hereof, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the related Offered Shares sold hereunder and any Certificates. The provisions of Section 7 hereof shall survive the termination or cancellation of this Agreement and the related Terms Agreement.

Appears in 59 contracts

Samples: Underwriting Agreement (Ge Capital Mortgage Services Inc), Terms Agreement (Ge Capital Mortgage Services Inc), Terms Agreement (Ge Capital Mortgage Services Inc)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers officers, of the Selling Stockholders and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers or directors or any controlling person, or the Selling Stockholders, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Common Shares sold hereunder and any termination of this Agreement.

Appears in 42 contracts

Samples: Underwriting Agreement (Coldwater Creek Inc), Underwriting Agreement (Gart Sports Co), Underwriting Agreement (Coldwater Creek Inc)

Representations and Indemnities to Survive Delivery. The respective indemnities, rights of contribution, agreements, representations, warranties and other statements of the Company, of its officers Company and of the several Underwriters Underwriter set forth in or made pursuant to this Agreement will or made by or on behalf of the Company or the Underwriter pursuant to this Agreement or any certificate delivered pursuant hereto shall remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Underwriter, the Company or any of its or their partners, respective officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will and shall survive delivery of and payment for the Offered Shares Securities sold hereunder and any termination of this Agreement.

Appears in 42 contracts

Samples: Underwriting Agreement (ParaZero Technologies Ltd.), Underwriting Agreement (Jeffs' Brands LTD), Underwriting Agreement (Innovation Beverage Group LTD)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Offered Shares Securities sold hereunder and any termination of this Agreement.

Appears in 37 contracts

Samples: Underwriting Agreement (Corbus Pharmaceuticals Holdings, Inc.), Underwriting Agreement (Mirati Therapeutics, Inc.), Underwriting Agreement (Bellicum Pharmaceuticals, Inc)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers officers, of the Selling Stockholders and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers or directors or any controlling person, or the Selling Stockholders, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreement.

Appears in 37 contracts

Samples: Underwriting Agreement (Sucampo Pharmaceuticals, Inc.), Underwriting Agreement (El Pollo Loco Holdings, Inc.), Underwriting Agreement (Certara, Inc.)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or Underwriter, the Company Company, or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares Securities sold hereunder and any termination of this Agreement.

Appears in 33 contracts

Samples: Underwriting Agreement (Springleaf Finance Corp), Underwriting Agreement (Springleaf Finance Corp), Underwriting Agreement (OneMain Holdings, Inc.)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties warranties, indemnities and other statements of the Company, of its Holding or their respective officers and of the several Underwriters Representatives set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter the Underwriters or the Company or any of its or their partnersthe officers, officers or directors or any controlling personControlling Persons, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the related Offered Shares sold hereunder and any Notes. The provisions of Section 7 hereof shall survive the termination or cancellation of this Agreement.

Appears in 33 contracts

Samples: Assignment Agreement (GE Capital Credit Card Master Note Trust), Underwriting Agreement (GE Capital Credit Card Master Note Trust), Underwriting Agreement (RFS Holding LLC)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers officers, and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares Units sold hereunder and any termination of this Agreement.

Appears in 32 contracts

Samples: Underwriting Agreement (Methes Energies International LTD), Underwriting Agreement (Whispering Oaks International Inc), Underwriting Agreement (Methes Energies International LTD)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers officers, and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreement.

Appears in 31 contracts

Samples: Underwriting Agreement (Apogee Therapeutics, Inc.), Underwriting Agreement (Cytrx Corp), Underwriting Agreement (Wave Life Sciences Ltd.)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers officers, and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter the Underwriters or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares Securities sold hereunder and any termination of this Agreement.

Appears in 26 contracts

Samples: Underwriting Agreement (Neo-Concept International Group Holdings LTD), Underwriting Agreement (YanGuFang International Group Co., LTD), Underwriting Agreement (Agape ATP Corp)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Offered Shares Securities sold hereunder and any termination of this Agreement.

Appears in 24 contracts

Samples: Underwriting Agreement (Concert Pharmaceuticals, Inc.), Underwriting Agreement (Exact Sciences Corp), Underwriting Agreement (Exact Sciences Corp)

Representations and Indemnities to Survive Delivery. The respective indemnities, rights of contribution, agreements, representations, warranties and other statements of the Company, of its officers Company and of the several Underwriters Underwriter set forth in or made pursuant to this Agreement will or made by or on behalf of the Company or the Underwriter pursuant to this Agreement or any certificate delivered pursuant hereto shall remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Underwriter, the Company or any of its or their partners, respective officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will and shall survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreement.

Appears in 19 contracts

Samples: Underwriting Agreement (Cyngn Inc.), Underwriting Agreement (Flora Growth Corp.), Underwriting Agreement (ParaZero Technologies Ltd.)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of Corporation or its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation investigation, or statement as to the results thereof, made by or on behalf of any Underwriter or the Company Corporation, or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this AgreementNotes.

Appears in 19 contracts

Samples: Underwriting Agreement (Duke Energy CORP), Underwriting Agreement (Duke Energy CORP), Underwriting Agreement (Duke Energy CORP)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers officers, of the Selling Shareholders and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers or directors or any controlling person, or the Selling Shareholders, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Common Shares sold hereunder and any termination of this Agreement.

Appears in 18 contracts

Samples: Voting Trust Agreement (Headlands Mortgage Co), Underwriting Agreement (Concord Communications Inc), Underwriting Agreement (Rent Way Inc)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters Underwriter set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any the Underwriter or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreement.

Appears in 18 contracts

Samples: Underwriting Agreement (Pioneer Drilling Co), Underwriting Agreement (Progenics Pharmaceuticals Inc), Underwriting Agreement (Senseonics Holdings, Inc.)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties warranties, indemnities and other statements of the Company, of Company or its officers (as such officers) and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, effect regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers or directors or any controlling personperson within the meaning of the Securities Act, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and the payment for the Offered Shares sold hereunder and any termination of this AgreementSecurities.

Appears in 18 contracts

Samples: Underwriting Agreement (Lehman Brothers Holdings Inc), Underwriting Agreement (Lehman Brothers Holdings Inc), Underwriting Agreement (Lehman Brothers Holdings Inc)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters Initial Purchasers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or Initial Purchaser, the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares Securities sold hereunder and any termination of this Agreement.

Appears in 15 contracts

Samples: Purchase Agreement (Commercial Metals Co), Purchase Agreement (Silgan Holdings Inc), Purchase Agreement (Istar Financial Inc)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties warranties, indemnities and other statements of the Company, of Company or its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partnersrespective officers, officers or directors or any controlling personpersons within the meaning of the Act, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder Bonds. The provisions of Sections 6, 9 and any 10 hereof shall survive the termination or cancellation of this Agreement.

Appears in 14 contracts

Samples: Underwriting Agreement (Public Service Co of Colorado), Underwriting Agreement (Northern States Power Co), Underwriting Agreement (Northern States Power Co /Wi/)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, principals, members, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreementhereunder.

Appears in 14 contracts

Samples: Underwriting Agreement (Lime Energy Co.), Underwriting Agreement (Deer Consumer Products, Inc.), Underwriting Agreement (Cancer Genetics, Inc)

Representations and Indemnities to Survive Delivery. The respective indemnities, rights of contribution, agreements, representations, warranties warranties, covenants and other statements of the Company, of its officers Company and of the several Underwriters set forth in or made pursuant to this Agreement will or made by or on behalf of the Company or the Underwriters pursuant to this Agreement or any certificate delivered pursuant hereto shall remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or Underwriter, the Company or any of its or their partners, respective officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will and shall survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreement.

Appears in 14 contracts

Samples: Underwriting Agreement (Tungray Technologies Inc), Underwriting Agreement (YY Group Holding Ltd.), Underwriting Agreement (Harden Technologies Inc.)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties warranties, indemnities and other statements of the Company, of Company or its officers and of the several Underwriters set forth in or made pursuant to this Agreement and the related Terms Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter the Underwriters or the Company or any of its or their partnersthe officers, officers or directors or any controlling personpersons referred to in Section 7 hereof, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the related Offered Shares sold hereunder and any Certificates. The provisions of Section 7 hereof shall survive the termination or cancellation of this Agreement and the related Terms Agreement.

Appears in 13 contracts

Samples: Underwriting Agreement (GE-WMC Asset-Backed Pass-Through Trust, Series 2006-1), Terms Agreement (GE-WMC Mortgage Securities, L.L.C.), Terms Agreement (Ge Capital Mortgage Services Inc)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers officers, or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreement.

Appears in 13 contracts

Samples: Underwriting Agreement (BFC Financial Corp), Underwriting Agreement (MeetMe, Inc.), Underwriting Agreement (Newtek Business Services Corp.)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter the Underwriters or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares Securities sold hereunder and any termination of this Agreement.

Appears in 13 contracts

Samples: Underwriting Agreement (Sanchez Energy Corp), Underwriting Agreement (AMERICAN EAGLE ENERGY Corp), Underwriting Agreement (Vantage Drilling CO)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreement.

Appears in 12 contracts

Samples: Underwriting Agreement (Gladstone Commercial Corp), Underwriting Agreement (Gladstone Commercial Corp), Underwriting Agreement (GLADSTONE LAND Corp)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters Initial Purchasers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter Initial Purchaser or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares Securities sold hereunder and any termination of this Agreement.

Appears in 12 contracts

Samples: Purchase Agreement (California Steel Industries Inc), Purchase Agreement (Qwest Communications International Inc), 2011 Purchase Agreement (Qwest Communications International Inc)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its the Guarantors, their respective officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or Underwriter, the Company Company, any Guarantor or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares Securities sold hereunder and any termination of this Agreement.

Appears in 12 contracts

Samples: Underwriting Agreement (Celanese Corp), Underwriting Agreement (Celanese Corp), Underwriting Agreement (Celanese CORP)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, principals, members, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreementhereunder.

Appears in 11 contracts

Samples: Freds Inc, Pricing Agreement (Mazel Stores Inc), Pricing Agreement (Cheap Tickets Inc)

Representations and Indemnities to Survive Delivery. The respective indemnities, rights of contribution, agreements, representations, warranties and other statements of the Company, of its officers Company and of the several Underwriters set forth in or made pursuant to this Agreement will or made by or on behalf of the Company or the Underwriters pursuant to this Agreement or any certificate delivered pursuant hereto shall remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or Underwriter, the Company or any of its or their partners, respective officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will and shall survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreement.

Appears in 11 contracts

Samples: Underwriting Agreement (Serve Robotics Inc. /DE/), Underwriting Agreement (Serve Robotics Inc. /DE/), Underwriting Agreement (Volcon, Inc.)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters Underwriter set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any the Underwriter or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Common Shares sold hereunder and any termination of this Agreement.

Appears in 10 contracts

Samples: Underwriting Agreement (Essex Property Trust Inc), content.edgar-online.com, Underwriting Agreement (Flextronics International LTD)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Offered Shares ADSs sold hereunder and any termination of this Agreement.

Appears in 10 contracts

Samples: Underwriting Agreement (Yintech Investment Holdings LTD), Underwriting Agreement (Avadel Pharmaceuticals PLC), Underwriting Agreement (Stealth BioTherapeutics Corp)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of Company or its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation investigation, or statement as to the results thereof, made by or on behalf of any Underwriter or the Company Company, or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this AgreementBonds.

Appears in 10 contracts

Samples: Underwriting Agreement (Duke Energy Florida, Llc.), Underwriting Agreement (Duke Energy Carolinas, LLC), Underwriting Agreement (Duke Energy Progress, Llc.)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers , and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreement.

Appears in 10 contracts

Samples: Underwriting Agreement (Minerva Neurosciences, Inc.), Underwriting Agreement (Wave Life Sciences Ltd.), Underwriting Agreement (Minerva Neurosciences, Inc.)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties warranties, indemnities and other statements of the Company, of Company or its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partnersrespective officers, officers or directors or any controlling personpersons within the meaning of the Act, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder Debt Securities. The provisions of Sections 5, 8 and any 9 hereof shall survive the termination or cancellation of this Agreement.

Appears in 10 contracts

Samples: Northern States Power Co, Southwestern Public Service Co, Xcel Energy Inc

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the CompanyObligors, of its their respective officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company Underwriter, any Obligor or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares Securities sold hereunder and any termination of this Agreement.

Appears in 9 contracts

Samples: Underwriting Agreement (Genesis Energy Lp), Underwriting Agreement (Genesis Energy Lp), Underwriting Agreement (Genesis Energy Lp)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter the Underwriters or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Common Shares sold hereunder and any termination of this Agreement.

Appears in 9 contracts

Samples: Underwriting Agreement (Cabg Medical Inc), Underwriting Agreement (Cabg Medical Inc), Underwriting Agreement (Mathstar Inc)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties warranties, indemnities and other statements of the Company, of Depositor or its officers and of the several Underwriters Underwriter set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any the Underwriter or the Company Depositor or any of its or their partnersthe officers, officers or directors or any controlling personpersons referred to in Section 7 hereof, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder and any Certificates. The provisions of Section 7 hereof shall survive the termination or cancellation of this Agreement.

Appears in 9 contracts

Samples: Underwriting Agreement (CSMC Asset-Backed Trust 2007-Nc1), Underwriting Agreement (Home Equity Mortgage Trust 2006-6), Underwriting Agreement (Home Equity Mortgage Pass-Through Certificates, Series 2006-1)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers or directors officers, directors, employees or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares Securities sold hereunder and any termination of this Agreement.

Appears in 9 contracts

Samples: Underwriting Agreement (Equifax Inc), Underwriting Agreement (Equifax Inc), Underwriting Agreement (Equifax Inc)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers officers, of the Selling Stockholders and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers or directors or any controlling person, or the Selling Stockholders, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreement.

Appears in 8 contracts

Samples: Underwriting Agreement (Synagro Technologies Inc), Underwriting Agreement (Netegrity Inc), Underwriting Agreement (Netegrity Inc)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties warranties, indemnities and other statements of the Company, of Company or its officers (as such officers) or the Trust and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, effect regardless of any investigation made by or on behalf of any Underwriter or the Company or the Trust or any of its their respective officers, directors or their partners, officers or directors trustees or any controlling personperson within the meaning of the Securities Act, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and the payment for the Offered Shares sold hereunder and any termination of this AgreementPreferred Securities.

Appears in 8 contracts

Samples: Underwriting Agreement (Lehman Brothers Holdings Inc), Underwriting Agreement (Lehman Brothers Holdings Inc), Underwriting Agreement (Lehman Brothers Holdings Capital Trust V)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers Company and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or Underwriter, the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares Securities sold hereunder and any termination of this Agreement.

Appears in 8 contracts

Samples: Underwriting Agreement (International Lease Finance Corp), Underwriting Agreement (International Lease Finance Corp), Underwriting Agreement (International Lease Finance Corp)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares Notes sold hereunder and any termination of this Agreement.

Appears in 8 contracts

Samples: Underwriting Agreement (Prologis), Underwriting Agreement (Prologis), Underwriting Agreement (Prologis)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, representations and warranties and other statements of the Company, of its officers Company and of the several Underwriters Underwriters, set forth in or made pursuant to this Agreement Agreement, will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or Underwriter, the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder Securities. The provisions of Sections 7 and any 8 hereof shall survive the termination or cancellation of this Agreement.

Appears in 7 contracts

Samples: Underwriting Agreement (McDonalds Corp), Underwriting Agreement (McDonalds Corp), Underwriting Agreement (McDonalds Corp)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties warranties, indemnities and other statements of the Company, of Company or its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partnersrespective officers, officers or directors or any controlling personpersons within the meaning of the Act, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder Bonds. The provisions of Sections 5, 8 and any 9 hereof shall survive the termination or cancellation of this Agreement.

Appears in 7 contracts

Samples: Underwriting Agreement (Northern States Power Co), Northern States Power Co, Northern States Power Co

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties warranties, indemnities and other statements of the Company, of Company or its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partnersrespective officers, officers or directors or any controlling personpersons within the meaning of the Act, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder Notes. The provisions of Sections 6, 9 and any 10 hereof shall survive the termination or cancellation of this Agreement.

Appears in 7 contracts

Samples: Underwriting Agreement (Xcel Energy Inc), Underwriting Agreement (Xcel Energy Inc), Underwriting Agreement (Public Service Co of Colorado)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers officers, of the Selling Stockholders and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, principals, members, officers or directors or any controlling person, or the Selling Stockholders as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreementhereunder.

Appears in 7 contracts

Samples: Underwriting Agreement (Portfolio Recovery Associates Inc), Turbochef Technologies Inc, Practiceworks Inc

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers the Company’s officers, and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreement.

Appears in 7 contracts

Samples: Underwriting Agreement (Affimed N.V.), Underwriting Agreement (Affimed N.V.), Underwriting Agreement (Affimed N.V.)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the CompanyIssuer, of its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter Underwriters or the Company Issuer or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares Securities sold hereunder and any termination of this Agreement.

Appears in 7 contracts

Samples: Underwriting Agreement (Prologis, L.P.), Underwriting Agreement (Prologis, L.P.), Underwriting Agreement (Prologis, L.P.)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of Company or its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation investigation, or statement as to the results thereof, made by or on behalf of any Underwriter or the Company Company, or any of its or their partners, respective officers or directors or any controlling personperson referred to in Section 7 hereof, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this AgreementBonds.

Appears in 6 contracts

Samples: Duke Energy Ohio (Duke Energy Ohio, Inc.), Underwriting Agreement (Duke Energy Florida, Llc.), Underwriting Agreement (Duke Energy Progress, Llc.)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers affiliates, officers, directors or directors employees or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreement.

Appears in 6 contracts

Samples: Underwriting Agreement (Celldex Therapeutics, Inc.), Underwriting Agreement (Celldex Therapeutics, Inc.), Underwriting Agreement (Cidara Therapeutics, Inc.)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or Underwriter, the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares Securities sold hereunder and any termination of this Agreement.

Appears in 6 contracts

Samples: Underwriting Agreement (Istar Financial Inc), Underwriting Agreement (Istar Financial Inc), Underwriting Agreement (Istar Financial Inc)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties warranties, indemnities and other statements of the Company, of Company or its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partnersrespective officers, officers or directors or any controlling personpersons within the meaning of the Act, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder Debt Securities. The provisions of Sections 6, 9 and any 10 hereof shall survive the termination or cancellation of this Agreement.

Appears in 6 contracts

Samples: Underwriting Agreement (Public Service Co of Colorado), Underwriting Agreement (Southwestern Public Service Co), Underwriting Agreement (Southwestern Public Service Co)

Representations and Indemnities to Survive Delivery. The respective indemnities, rights of contribution, agreements, representations, warranties and other statements of the Company, of its the Guarantors, their respective officers and of the several Underwriters Initial Purchasers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or Initial Purchaser, the Company Company, any Guarantor or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares Securities sold hereunder and any termination of this Agreement.

Appears in 6 contracts

Samples: Purchase Agreement (BOISE CASCADE Co), Purchase Agreement (Carters Inc), Purchase Agreement (Carters Inc)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of Company or its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation investigation, or statement as to the results thereof, made by or on behalf of any Underwriter or the Company Company, or any of its or their partners, respective officers or directors or any controlling personperson referred to in Section 7, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this AgreementNotes.

Appears in 6 contracts

Samples: Underwriting Agreement (Piedmont Natural Gas Co Inc), Underwriting Agreement (Piedmont Natural Gas Co Inc), Underwriting Agreement (Piedmont Natural Gas Co Inc)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or or, the Company or any of its or their respective partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Offered Shares Securities sold hereunder and any termination of this Agreement.

Appears in 6 contracts

Samples: Underwriting Agreement (First Citizens Bancshares Inc /De/), Underwriting Agreement (First Mid Bancshares, Inc.), Underwriting Agreement (First Busey Corp /Nv/)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter Underwriters or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares Securities sold hereunder and any termination of this Agreement.

Appears in 6 contracts

Samples: Purchase Agreement (Prologis), Underwriting Agreement (Prologis, Inc.), Underwriting Agreement (Prologis)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters and Forward Sellers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter Underwriter, Forward Sellers or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreement.

Appears in 6 contracts

Samples: Underwriting Agreement (American Capital Strategies LTD), Underwriting Agreement (American Capital Strategies LTD), Underwriting Agreement (American Capital Strategies LTD)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties warranties, covenants and other statements of the Company, of its officers or directors, and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers or officers, directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreementhereunder.

Appears in 6 contracts

Samples: Cuno Incorporated (Cuno Inc), Underwriting Agreement (Smith a O Corp), Underwriting Agreement (Cuno Inc)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers or key employees and of you or the several Underwriters Underwriters, as the case may be, set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by you individually or on behalf of any Underwriter Underwriter, as the case may be, or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Common Shares sold hereunder and any termination of this Agreement.

Appears in 6 contracts

Samples: Underwriting Agreement (United Financial Mortgage Corp), Eldorado Artesian Springs Inc, Eldorado Artesian Springs Inc

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Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the CompanyTransaction Parties, of its their officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company Underwriters, any Transaction Party or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares Securities sold hereunder and any termination of this Agreement.

Appears in 6 contracts

Samples: Underwriting Agreement (Prologis, L.P.), Underwriting Agreement (Prologis, L.P.), Underwriting Agreement (Prologis, L.P.)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter the Underwriters or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Offered Shares Securities sold hereunder and any termination of this Agreement.

Appears in 6 contracts

Samples: Underwriting Agreement (Auris Medical Holding Ltd.), Underwriting Agreement (Auris Medical Holding Ltd.), Underwriting Agreement (Auris Medical Holding AG)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any (i) investigation made by or on behalf of any Underwriter Underwriter, the officers or the Company employees of any Underwriter, or any of its or their partnersperson controlling the Underwriter, the Company, the officers or directors employees of the Company, or any person controlling personthe Company, as the case may be, andor (ii) acceptance of the Shares and payment for them hereunder, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreement.

Appears in 6 contracts

Samples: Underwriting Agreement (Allis Chalmers Energy Inc.), Underwriting Agreement (Allis Chalmers Energy Inc.), Underwriting Agreement (Geokinetics Inc)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties warranties, indemnities and other statements of the Company, of its Holding or their respective officers and of the several Underwriters Representatives set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter the Underwriters or the Company or any of its or their partnersthe officers, officers or directors or any controlling personpersons referred to in Section 7 hereof, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the related Offered Shares sold hereunder and any Notes. The provisions of Section 7 hereof shall survive the termination or cancellation of this Agreement.

Appears in 5 contracts

Samples: Underwriting Agreement (RFS Holding LLC), Underwriting Agreement (RFS Holding LLC), Underwriting Agreement (GE Capital Credit Card Master Note Trust)

Representations and Indemnities to Survive Delivery. The Your respective indemnities, agreements, representations, warranties and other statements and those of the Company, of Company or its officers and of the several Underwriters set forth in or made pursuant to this Agreement will shall remain in full force and effect, regardless of any investigation investigation, or statement as to the results thereof, made by or on behalf of any Underwriter of you or on behalf of the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive each delivery of and payment for any of the Offered Shares sold hereunder and any termination of this AgreementSecurities.

Appears in 5 contracts

Samples: Terms Agreement (Cendant Corp), Terms Agreement (PHH Corp), Terms Agreement (PHH Corp)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters Placement Agents set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter Placement Agent or the Company or any of its or their partners, officers officers, or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares Securities to be sold hereunder and any termination of this Agreement.

Appears in 5 contracts

Samples: Equity Distribution Agreement (Newtek Business Services Corp.), Equity Distribution Agreement (Newtek Business Services Corp.), Equity Distribution Agreement (Newtek Business Services Corp.)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties warranties, indemnities and other statements of the Company, of Company or its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partnersrespective officers, officers or directors or any controlling personpersons within the meaning of the Act, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder Bonds. The provisions of Sections 6, 9, 10 and any 17 hereof shall survive the termination or cancellation of this Agreement.

Appears in 5 contracts

Samples: Underwriting Agreement (Southwestern Public Service Co), Underwriting Agreement (Southwestern Public Service Co), Underwriting Agreement (Southwestern Public Service Co)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreement.

Appears in 5 contracts

Samples: Underwriting Agreement (Warren Resources Inc), Underwriting Agreement (Atp Oil & Gas Corp), Underwriting Agreement (Active Network Inc)

Representations and Indemnities to Survive Delivery. The respective indemnities, rights of contribution, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or Underwriter, the Company or any of its or their partnersaffiliates, employees, officers or directors or any controlling personperson referred to in Section 7, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares Securities sold hereunder and any termination of this Agreement.

Appears in 5 contracts

Samples: Underwriting Agreement (Istar Inc.), Underwriting Agreement (Istar Inc.), Underwriting Agreement (Istar Inc.)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties warranties, indemnities and other statements of the Company, of or its officers and of the several Underwriters each Underwriter set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter Underwriters or the Company Company, or any of its or their partnersthe officers, officers or directors or any controlling personpersons referred to in Section 7 hereof, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the related Offered Shares sold hereunder and any Securities. The provisions of Section 7 hereof shall survive the termination or cancellation of this Agreement.

Appears in 5 contracts

Samples: Underwriting Agreement (IndyMac Residential Mortgage-Backed Trust, Series 2006-L3), Underwriting Agreement (IndyMac Residential Mortgage-Backed Trust, Series 2006-L4), Underwriting Agreement (IndyMac Residential Mortgage-Backed Trust, Series 2006-L2)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of Corporation or its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation termination of this Agreement, or any investigation, or statement as to the results thereof, made by or on behalf of any Underwriter or the Company Corporation, or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this AgreementNotes.

Appears in 5 contracts

Samples: Underwriting Agreement (Duke Capital Financing Trust Vi), Underwriting Agreement (Duke Capital Financing Trust Vi), Underwriting Agreement (Duke Capital Financing Trust Vi)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers officers, or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares Notes sold hereunder and any termination of this Agreement.

Appears in 5 contracts

Samples: Underwriting Agreement (JMP Group LLC), Underwriting Agreement (JMP Group LLC), Underwriting Agreement (JMP Group Inc.)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares Securities sold hereunder and any termination of this Agreement.

Appears in 5 contracts

Samples: Underwriting Agreement (Prologis), Underwriting Agreement (American Capital, LTD), American Capital Strategies LTD

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers officers, and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Offered Shares Securities sold hereunder and any termination of this Agreement.

Appears in 5 contracts

Samples: Underwriting Agreement (Xenon Pharmaceuticals Inc.), Underwriting Agreement (Xenon Pharmaceuticals Inc.), Underwriting Agreement (Wave Life Sciences Ltd.)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its Issuer and the Depositor or their officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation investigation, or statement as to the results thereof, made by or on behalf of any Underwriter or the Company Issuer and the Depositor, or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this AgreementBonds.

Appears in 5 contracts

Samples: Underwriting Agreement (Duke Energy Progress SC Storm Funding LLC), Underwriting Agreement (Duke Energy Progress SC Storm Funding LLC), Underwriting Agreement (Duke Energy Carolinas NC Storm Funding LLC)

Representations and Indemnities to Survive Delivery. The respective indemnities, rights of contribution, agreements, representations, warranties and other statements of the Company, of its officers officers, and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreement.

Appears in 4 contracts

Samples: Underwriting Agreement (QualityTech, LP), Underwriting Agreement (QualityTech, LP), Underwriting Agreement (La Jolla Pharmaceutical Co)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, representations and warranties and other statements of the Company, of Company or its officers and of the several Underwriters Underwriters, set forth in or made pursuant to this Agreement Agreement, will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or Underwriter, the Company or any of its or their partnersofficers, officers or directors or any controlling personpersons referred to in Section 8 hereof, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder Securities. The provisions of Sections 7 and any 8 hereof shall survive the termination or cancellation of this Agreement.

Appears in 4 contracts

Samples: Underwriting Agreement (McDonalds Corp), Underwriting Agreement (McDonalds Corp), Underwriting Agreement (McDonalds Corp)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers officers, of the Selling Shareholders and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers or directors or any controlling person, or the Selling Shareholders, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreement.

Appears in 4 contracts

Samples: Pioneer Drilling Co, Pioneer Drilling Co, Pioneer Drilling Co

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its the Initial Guarantor, their respective officers and of the several Underwriters Initial Purchasers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or Initial Purchaser, the Company Company, the Initial Guarantor or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares Securities sold hereunder and any termination of this Agreement.

Appears in 4 contracts

Samples: Purchase Agreement (Laredo Petroleum, Inc.), Purchase Agreement (Continental Resources Inc), Purchase Agreement (Continental Resources Inc)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters Agents and Forward Purchasers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter the Agents, the Forward Purchasers or the Company or any of its or their partnersofficers, officers directors, affiliates, employees or directors agents or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Offered Shares sold hereunder under this Agreement and pursuant to any Confirmation or any Terms Agreement, and any termination of this Agreement.

Appears in 4 contracts

Samples: Terms Agreement (Sabra Health Care REIT, Inc.), Terms Agreement (NETSTREIT Corp.), Terms Agreement (Sabra Health Care REIT, Inc.)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers officers, of the Selling Shareholder and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, principals, members, officers or directors or any controlling person, or the Selling Shareholder as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreementhereunder.

Appears in 4 contracts

Samples: National Research Corp, Megabank Financial Corp, Team Financial Inc /Ks

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, the Guarantors, of its their respective officers and of the several Underwriters Initial Purchasers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter Initial Purchaser or the Company or any Guarantor or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares Securities sold hereunder and any termination of this Agreement.

Appears in 4 contracts

Samples: Purchase Agreement (Texas Industries Inc), Credit Agreement (Chaparral Steel CO), Purchase Agreement (Texas Industries Inc)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the CompanyCompany or any person controlling the company, of its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreement.

Appears in 4 contracts

Samples: Underwriting Agreement (Verisity LTD), Underwriting Agreement (Pain Therapeutics Inc), Underwriting Agreement (Plexus Corp)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters Purchasers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter Purchaser or the Company or any of its or their partners, principals, members, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares Securities sold hereunder and any termination of this Agreementhereunder.

Appears in 4 contracts

Samples: Portfolio Recovery Associates Inc, HCI Group, Inc., HCI Group, Inc.

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers officers, of the Selling Stockholders and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter Underwriter, Selling Stockholder or the Company or any of its or their partners, principals, members, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreementhereunder.

Appears in 4 contracts

Samples: American Public Education Inc, American Public Education Inc, PRGX Global, Inc.

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the CompanyCompany and its Subsidiaries, of its officers and of the several Underwriters Underwriter set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any the Underwriter or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Common Shares sold hereunder and any termination of this Agreement.

Appears in 4 contracts

Samples: Underwriting Agreement (Wireless Ronin Technologies Inc), Underwriting Agreement (Wireless Ronin Technologies Inc), Underwriting Agreement (Global Traffic Network, Inc.)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers officers, of the Selling Stockholders and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers or directors or any controlling person, or the Selling Stockholders, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreement.

Appears in 4 contracts

Samples: Underwriting Agreement (LHC Group, Inc), Underwriting Agreement (Gulfport Energy Corp), Underwriting Agreement (Ceco Environmental Corp)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties warranties, indemnities and other statements of the Company, of Company or its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter the Underwriters or the Company or any of its or their partnersthe officers, officers or directors or any controlling personpersons referred to in Section 8 hereof, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder Securities. The provisions of Sections 7 and any 8 hereof shall survive the termination or cancellation of this Agreement.

Appears in 4 contracts

Samples: Aes Corp, Aes Corp, Aes Corp

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters Underwriter set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any the Underwriter or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreement.

Appears in 4 contracts

Samples: Underwriting Agreement (Double Eagle Petroleum Co), Underwriting Agreement (Parallel Petroleum Corp), Underwriting Agreement (Parallel Petroleum Corp)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers Company and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Offered Shares issued and sold hereunder and any termination of this Agreement.

Appears in 4 contracts

Samples: Underwriting Agreement (Osmotica Pharmaceuticals PLC), Underwriting Agreement (Osmotica Pharmaceuticals PLC), Underwriting Agreement (Osmotica Pharmaceuticals LTD)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, principals, members, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreementhereunder.

Appears in 4 contracts

Samples: Underwriting Agreement (Agenus Inc), Underwriting Agreement (Agenus Inc), Underwriting Agreement (Agenus Inc)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or the Company or any of its or their partners, officers officers, or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares Notes sold hereunder and any termination of this Agreement.

Appears in 4 contracts

Samples: Underwriting Agreement (Newtek Business Services Corp.), Underwriting Agreement (Newtek Business Services Corp.), Underwriting Agreement (Newtek Business Services Corp.)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter the Underwriters or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreement.

Appears in 4 contracts

Samples: Underwriting Agreement (Soliton, Inc.), Underwriting Agreement (Soliton, Inc.), Underwriting Agreement (Soliton, Inc.)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters Underwriter set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any the Underwriter or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreement.

Appears in 4 contracts

Samples: Underwriting Agreement (Gulfport Energy Corp), Underwriting Agreement (Gastar Exploration LTD), Underwriting Agreement (Gulfport Energy Corp)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the CompanyIssuers, of its their respective officers and of the several Underwriters Initial Purchasers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter or Initial Purchaser, the Company Issuers or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares Securities sold hereunder and any termination of this Agreement.

Appears in 4 contracts

Samples: Purchase Agreement (Midstates Petroleum Company, Inc.), Purchase Agreement (Ferrellgas Partners Finance Corp), Purchase Agreement (Midstates Petroleum Company, Inc.)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of Corporation or its officers and of the several Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation investigation, or statement as to the results thereof, made by or on behalf of any Underwriter or the Company Corporation, or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this AgreementBonds.

Appears in 4 contracts

Samples: Underwriting Agreement (Duke Energy Corp), Underwriting Agreement (Duke Energy Corp), Duke Energy Capital Trust V

Representations and Indemnities to Survive Delivery. The respective indemnities, contribution and reimbursement agreements, representations, representations and warranties and other statements of the Company, of its officers Company and of the several Underwriters Rxxxxxx Jxxxx set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter Rxxxxxx Jxxxx or the Company or any of its or their partners, respective officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Offered Placement Shares sold hereunder and any termination of this Agreement.

Appears in 4 contracts

Samples: Equity Distribution Agreement (Applied Optoelectronics, Inc.), Equity Distribution Agreement (Applied Optoelectronics, Inc.), Equity Distribution Agreement (Applied Optoelectronics, Inc.)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreements, representations, warranties and other statements of the Company, of its officers and of the several Underwriters [and Forward Sellers] set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by or on behalf of any Underwriter Underwriter, [Forward Sellers] or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, and will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this Agreement.

Appears in 4 contracts

Samples: Underwriting Agreement (American Capital Strategies LTD), Underwriting Agreement (American Capital Strategies LTD), Underwriting Agreement (American Capital, LTD)

Representations and Indemnities to Survive Delivery. The respective indemnities, agreementsrights of contribution, representations, warranties and other statements agreements of the Company, of its officers the Guarantors and the Underwriters contained in this Agreement or made by or on behalf of the several Company, the Guarantors or the Underwriters set forth in or made pursuant to this Agreement will or any certificate delivered pursuant hereto shall survive the delivery of and payment for the Securities and shall remain in full force and effect, regardless of any termination of this Agreement or any investigation made by or on behalf of any Underwriter the Company, the Guarantors or the Company or any of its or their partners, officers or directors or any controlling person, as the case may be, and, anything herein to the contrary notwithstanding, will survive delivery of and payment for the Offered Shares sold hereunder and any termination of this AgreementUnderwriters.

Appears in 4 contracts

Samples: Underwriting Agreement (Meritor Inc), Underwriting Agreement (Meritor Inc), Underwriting Agreement (Arvinmeritor Inc)

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