Common use of Representations and Indemnities to Survive Clause in Contracts

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 7, and will survive delivery of and payment for the Shares.

Appears in 158 contracts

Samples: Market Offering Agreement (Adial Pharmaceuticals, Inc.), The Market Offering Agreement (Innovative Eyewear Inc), The Market Offering Agreement (Immucell Corp /De/)

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Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Shares.

Appears in 23 contracts

Samples: Distribution Agreement (Associated Estates Realty Corp), Terms Agreement (Associated Estates Realty Corp), Terms Agreement (National Retail Properties, Inc.)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Shares. The provisions of Sections 5 and 7 hereof shall survive the termination or cancellation of this Agreement.

Appears in 18 contracts

Samples: Terms Agreement (LTC Properties Inc), Terms Agreement (Delta Air Lines Inc /De/), Equity Distribution Agreement (LTC Properties Inc)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager or the Company or any of the officers, directors, employees, affiliates, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Shares.

Appears in 14 contracts

Samples: Terms Agreement (Roku, Inc), Terms Agreement (Roku, Inc), Terms Agreement (Apellis Pharmaceuticals, Inc.)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager Agents set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager Agents or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Shares.

Appears in 12 contracts

Samples: Equity Distribution Agreement (Orchid Island Capital, Inc.), Equity Distribution Agreement (Orchid Island Capital, Inc.), Equity Distribution Agreement (Orchid Island Capital, Inc.)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager Agent set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager Agent or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Shares.

Appears in 11 contracts

Samples: Equity Distribution Agreement (Colony Financial, Inc.), Equity Distribution Agreement (Colony Financial, Inc.), Equity Distribution Agreement (Colony Financial, Inc.)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company, the officers of the Company or its officers and of the each Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the a Manager or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Shares.

Appears in 9 contracts

Samples: Terms Agreement (Arcus Biosciences, Inc.), Terms Agreement (Silvergate Capital Corp), Equity Distribution Agreement (Biohaven Pharmaceutical Holding Co Ltd.)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company, the officers of the Company or its officers and of the Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Shares.

Appears in 9 contracts

Samples: Terms Agreement (Beyond Meat, Inc.), Keurig Dr Pepper (Keurig Dr Pepper Inc.), Terms Agreement (Amicus Therapeutics, Inc.)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the each Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the a Manager or the Company or any of the officers, directors, employees, affiliates, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Shares.

Appears in 8 contracts

Samples: Amc Entertainment (Amc Entertainment Holdings, Inc.), Amc Entertainment (Amc Entertainment Holdings, Inc.), Amc Entertainment Holdings, Inc.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 78, and will survive delivery of and payment for the Shares.

Appears in 8 contracts

Samples: Market Offering Agreement (HIVE Blockchain Technologies Ltd.), Market Offering Agreement (Marrone Bio Innovations Inc), Market Offering Agreement (Bitfarms LTD)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager Managers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager Managers or the Company or any of the officers, directors, employees, affiliates, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Shares.

Appears in 7 contracts

Samples: Terms Agreement (Zillow Group, Inc.), Distribution Agreement (Millendo Therapeutics, Inc.), Terms Agreement (American Airlines, Inc.)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Company, the Operating Partnership or its their officers and of the Manager Agent set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager Agent or the Company Company, the Operating Partnership or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Shares.

Appears in 7 contracts

Samples: Equity Distribution Agreement (Colony Capital, Inc.), Equity Distribution Agreement (Colony Capital, Inc.), Equity Distribution Agreement (Colony Capital, Inc.)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager Managers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager Managers or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 7, and will survive delivery of and payment for the Shares.

Appears in 6 contracts

Samples: Market Offering Agreement (India Globalization Capital, Inc.), The Market Offering Agreement (India Globalization Capital, Inc.), Market Offering Agreement (Zedge, Inc.)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Partnership or its officers and of the Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager or the Company Partnership or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the SharesUnits.

Appears in 6 contracts

Samples: Terms Agreement (Plains All American Pipeline Lp), Terms Agreement (Teekay Offshore Partners L.P.), Terms Agreement (Regency Energy Partners LP)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Partnership or its officers and of the each Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager Managers or the Company Partnership or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the SharesUnits.

Appears in 5 contracts

Samples: Terms Agreement (Western Gas Partners LP), Equity Distribution Agreement (Plains All American Pipeline Lp), Equity Distribution Agreement (Plains All American Pipeline Lp)

Representations and Indemnities to Survive. The respective indemnity and contribution agreements, representations, warranties, indemnities warranties and other statements of the Company or Company, its officers and any of the Manager Agents set forth in or made pursuant to this Agreement or any agreement by any Agent to purchase Notes as principal will remain in full force and effect, regardless of any investigation made by or on behalf of any of the Manager Agents or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 76 hereof, and will survive delivery of and payment for the SharesNotes.

Appears in 5 contracts

Samples: Distribution Agreement (Gatx Capital Corp), Distribution Agreement (Gatx Capital Corp), Distribution Agreement (Gatx Capital Corp)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or and its officers officers, and of the Manager 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 the Manager or Initial Purchasers, the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 78 of this Agreement, and will survive delivery of and payment for the SharesOffered Notes.

Appears in 5 contracts

Samples: Purchase Agreement (NewStar Financial, Inc.), Purchase Agreement (NewStar Financial, Inc.), Purchase Agreement (NewStar Financial, Inc.)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Company, the Operating Partnership or its their respective officers and of the Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Shares.

Appears in 5 contracts

Samples: Equity Distribution Agreement (Campus Crest Communities, Inc.), Equity Distribution Agreement (Campus Crest Communities, Inc.), Equity Distribution Agreement (Campus Crest Communities, Inc.)

Representations and Indemnities to Survive. The respective ------------------------------------------ indemnity and contribution agreements, representations, warranties, indemnities warranties and other statements of the Company or Company, its officers and of the Manager Agents set forth in or made pursuant to this Agreement or any Terms Agreement will remain in full force and effect, regardless of any termination of this Agreement or any such Terms Agreement, any investigation made by the Manager or on behalf of an Agent or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 7, 6 and will survive delivery of and payment for the SharesNotes.

Appears in 4 contracts

Samples: Terms Agreement (Mattel Inc /De/), Terms Agreement (Weyerhaeuser Co), Terms Agreement (Schwab Charles Corp)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Partnership Parties or its their officers and of the Manager Managers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager Managers or the Company Partnership Parties or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the SharesUnits.

Appears in 4 contracts

Samples: Terms Agreement (GasLog Partners LP), Terms Agreement (GasLog Partners LP), Intercreditor Agreement (GasLog Partners LP)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the each Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the a Manager or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Shares.

Appears in 4 contracts

Samples: Terms Agreement (Prologis, L.P.), Terms Agreement (Prologis, Inc.), Terms Agreement (Prologis, Inc.)

Representations and Indemnities to Survive. The respective agreements, All representations, warranties, indemnities agreements and other statements covenants of the Company and the Partnership herein or its officers in certificates delivered pursuant hereto, and the agreements of the Manager set forth contained in or made pursuant to this Agreement will Section 7 hereof, shall remain operative and in full force and effect, effect regardless of any investigation made by or on behalf of the Manager or any controlling persons, or the Company or the Partnership or any of the their officers, directors, employees, agents or any controlling persons referred to in Section 7persons, and will shall survive (i) termination of this Agreement and (ii) delivery of and payment for the SharesShares hereunder.

Appears in 4 contracts

Samples: Hersha Hospitality Trust, Hersha Hospitality Trust, Hersha Hospitality Trust

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager Managers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the or on behalf of any Manager or the Company or any of the officers, directors, employees, agents agents, affiliates or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Shares.

Appears in 4 contracts

Samples: Terms Agreement (Karuna Therapeutics, Inc.), Terms Agreement (Applied Therapeutics Inc.), Terms Agreement (Applied Therapeutics Inc.)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 7, and will survive delivery of and payment for the SharesADSs.

Appears in 4 contracts

Samples: Market Offering Agreement (Canaan Inc.), Market Offering Agreement (Stealth BioTherapeutics Corp), Market Offering Agreement (Addex Therapeutics Ltd.)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Partnership or its the General Partner’s officers and of the each Manager 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 the Manager Managers or the Company Partnership or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the SharesUnits. The provisions of Section 7 shall survive the termination or cancellation of this Agreement.

Appears in 4 contracts

Samples: Terms Agreement (Targa Resources Partners LP), Terms Agreement (Targa Resources Partners LP), Terms Agreement (Targa Resources Partners LP)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager or the Company or any of the officers, directors, employees, agents or controlling persons Persons referred to in Section 7, and will survive delivery of and payment for the Shares.

Appears in 3 contracts

Samples: Terms Agreement (Enlivex Therapeutics Ltd.), Market Offering Agreement (NovaBay Pharmaceuticals, Inc.), Market Offering Agreement (NovaBay Pharmaceuticals, Inc.)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Partnership or its officers and of the each Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager Managers or the Company Partnership or any of the officers, directors, employees, affiliates, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the SharesUnits.

Appears in 3 contracts

Samples: Terms Agreement (Shell Midstream Partners, L.P.), Terms Agreement (Valero Energy Partners Lp), Shell Midstream Partners, L.P.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager or the Company or any of the officers, directors, employees, agents or controlling indemnified persons referred to in Section 77 hereof, and will survive delivery of and payment for the Shares.

Appears in 3 contracts

Samples: Terms Agreement (Clean Energy Fuels Corp.), Terms Agreement (Clean Energy Fuels Corp.), Distribution Agreement (Clean Energy Fuels Corp.)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers officers, and of the Manager Managers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the or on behalf of any Manager or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 76 hereof, and will survive delivery of and payment for the Shares.

Appears in 3 contracts

Samples: Terms Agreement (Seaspan CORP), Terms Agreement (Seaspan CORP), Terms Agreement (Seaspan CORP)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Company, the Manager or its their respective officers and of the Manager Underwriters set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager or on behalf of any Underwriter or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 78 hereof, and will survive delivery of and payment for the Shares.the

Appears in 3 contracts

Samples: Underwriting Agreement (Starwood Property Trust, Inc.), Underwriting Agreement (Starwood Property Trust, Inc.), Starwood Property Trust, Inc.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities indemnities, rights of contribution and other statements of the Company or its Company’s officers and of the Manager Managers 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 the Manager Managers or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Shares. The provisions of Section 7 shall survive the termination or cancellation of this Agreement.

Appears in 3 contracts

Samples: Terms Agreement (3d Systems Corp), Terms Agreement (Targa Resources Corp.), Terms Agreement (Targa Resources Corp.)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager Managers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager Managers or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 7persons, and will survive delivery of and payment for the Shares.

Appears in 2 contracts

Samples: Market Offering Agreement (Mogo Inc.), Market Offering Agreement (GREAT PANTHER MINING LTD)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the each Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the a Manager or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 7, and will survive delivery of and payment for the Shares.

Appears in 2 contracts

Samples: Terms Agreement (Opgen Inc), Market Offering Agreement (Pear Therapeutics, Inc.)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Partnership or its officers and of the each Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the any Manager or the Company Partnership or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the SharesUnits.

Appears in 2 contracts

Samples: Terms Agreement (Regency Energy Partners LP), Terms Agreement (Regency Energy Partners LP)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of each of the Company Transaction Entities or its officers and of the Manager Managers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager Managers or the Company Transaction Entities or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Shares.

Appears in 2 contracts

Samples: Douglas Emmett Inc, Douglas Emmett Inc

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 7persons, and will survive delivery of and payment for the Shares.

Appears in 2 contracts

Samples: Market Offering Agreement (GREAT PANTHER MINING LTD), Market Offering Agreement (Great Panther Silver LTD)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Partnership or its the General Partner’s officers and of the Manager 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 the Manager or the Company Partnership or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the SharesUnits. The provisions of Section 7 shall survive the termination or cancellation of this Agreement.

Appears in 2 contracts

Samples: Terms Agreement (Targa Resources Partners LP), Terms Agreement (Targa Resources Partners LP)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of each of the Company Transaction Entities or its officers and of the Manager Managers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager Managers or the Company Transaction Entities or any of the officers, directors, employees, agents agents, affiliates or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Shares.

Appears in 2 contracts

Samples: Distribution Agreement (Douglas Emmett Inc), Douglas Emmett Inc

Representations and Indemnities to Survive. The respective agreements, representations, warranties, representations and warranties and indemnities and other statements of the Company or its officers and of the Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 7, and will survive delivery of and payment for the Shares.

Appears in 2 contracts

Samples: Terms Agreement (Windtree Therapeutics Inc /De/), The Market Offering Agreement (Windtree Therapeutics Inc /De/)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, warranties and indemnities and other statements of the Company or its officers and of the Manager set forth in or made pursuant to this Agreement by or on behalf of them, respectively, will remain in full force and effect, regardless of any investigation made by the Manager or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the SharesOffered Units.

Appears in 2 contracts

Samples: Terms Agreement (Linn Energy, LLC), Terms Agreement (Niska Gas Storage Partners LLC)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager or the Company or any of the officers, directors, employees, agents or controlling persons Persons referred to in Section 7, and will survive delivery of and payment for the SharesADSs.

Appears in 2 contracts

Samples: Market Offering Agreement (BioLineRx Ltd.), Market Offering Agreement (BioLineRx Ltd.)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company and the Trust or its officers and of the Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager or the Company and the Trust or any of the officers, directors, employees, agents or controlling persons referred to in Section 7, and will survive delivery of and payment for the Shares.

Appears in 2 contracts

Samples: Market Offering Agreement (Air T Funding), Market Offering Agreement (Air T Funding)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager 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 the Manager Agents or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 76 hereof, and will survive delivery of and payment for the SharesNotes.

Appears in 2 contracts

Samples: Distribution Agreement (Heller Financial Inc), Distribution Agreement (Heller Financial Inc)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager Managers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the any Manager or the Company or any of the officers, directors, employees, affiliates, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Shares.

Appears in 2 contracts

Samples: Equity Distribution Agreement (Soundhound Ai, Inc.), Equity Distribution Agreement (Apellis Pharmaceuticals, Inc.)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the each Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager Managers or the Company or any of the officers, directors, employees, affiliates, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Shares.

Appears in 2 contracts

Samples: Terms Agreement (Sanchez Energy Corp), Terms Agreement (Riley Exploration Permian, Inc.)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager Managers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by any of the Manager Managers or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Shares.

Appears in 2 contracts

Samples: Terms Agreement (International Seaways, Inc.), Terms Agreement (International Seaways, Inc.)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 78, and will survive delivery of and payment for the Shares, including, without limitation, in connection with a termination of this Agreement as provided in Section 9(d) herein.

Appears in 1 contract

Samples: Market Offering Agreement (Hut 8 Mining Corp.)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, and indemnities and other statements of the Company or its officers and of the Manager Managers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager Managers or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 78, and will survive delivery of and payment for the Shares.

Appears in 1 contract

Samples: Terms Agreement (Galiano Gold Inc.)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or and its officers officers, the Subsidiary and of the Manager Initial Purchaser 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 the Manager or Initial Purchaser, the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 of the Placement Agreement, and will survive delivery of and payment for the SharesCertificates.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (BLC Financial Services Inc)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager 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 the Manager or the Company or any of the officers, directors, employees, agents agents, affiliates or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Shares.

Appears in 1 contract

Samples: Sales Agreement (Applied Therapeutics Inc.)

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Representations and Indemnities to Survive. The respective ------------------------------------------ agreements, representations, warranties, warranties and indemnities and other statements of the Company or its officers and of the Manager each Agent set forth in or made pursuant to this Agreement or any Terms Agreement will remain in full force and effect, regardless of any investigation made by the Manager or on behalf of any Agent or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 75 hereof, and will survive delivery of and payment for the SharesNotes.

Appears in 1 contract

Samples: Terms Agreement (McDonalds Corp)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager Managers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager Managers or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 78, and will survive delivery of and payment for the Shares.

Appears in 1 contract

Samples: The Market Offering Agreement (Americas Gold & Silver Corp)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager each Agent set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager Agents or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Shares.

Appears in 1 contract

Samples: Equity Distribution Agreement (Dynex Capital Inc)

Representations and Indemnities to Survive. The respective ------------------------------------------ agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager Agent 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 the Manager Agent or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 76 hereof, and will survive delivery of and payment for the SharesNotes.

Appears in 1 contract

Samples: Transamerica Finance Corp

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 7, and will survive delivery of and payment for the Shares.. ​

Appears in 1 contract

Samples: Market Offering Agreement (ProMIS Neurosciences Inc.)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the each Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager Managers or the Company or any of the officers, directors, employees, agents agents, affiliates or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Offered Shares.

Appears in 1 contract

Samples: Terms Agreement (Williams Companies Inc)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Company, the Operating Partnership or its their respective officers and of the Manager Managers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the a Manager or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the SharesShares and, to the extent applicable, termination of this Agreement pursuant to Section 8 hereof.

Appears in 1 contract

Samples: Terms Agreement (Cogdell Spencer Inc.)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager or the Company or any of the officers, directors, employees, affiliates, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the SharesAMC Preferred Equity Units.

Appears in 1 contract

Samples: Amc Entertainment (Amc Entertainment Holdings, Inc.)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its respective officers and of the each Manager and Forward Purchaser set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager any Manager, Forward Purchaser or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Offered Shares.

Appears in 1 contract

Samples: Equity Distribution Agreement (Oneok Inc /New/)

Representations and Indemnities to Survive. The respective ------------------------------------------ agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager 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 the Manager Agents or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 76 hereof, and will survive delivery of and payment for the SharesNotes.

Appears in 1 contract

Samples: Distribution Agreement (Heller Financial Inc)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager Managers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager Managers or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 7, and will survive delivery of and payment for the SharesADSs.

Appears in 1 contract

Samples: The Market Offering Agreement (ReneSola LTD)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager Agents set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager Agents or the Company or any of the officers, directors, employees, agents agents, broker-dealer affiliates or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Ordinary Shares.

Appears in 1 contract

Samples: Terms Agreement (Ferroglobe PLC)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager 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 the Manager Underwriters or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 78 hereof, and will survive delivery of and payment for the Shares.will

Appears in 1 contract

Samples: COMMONWEALTH EDISON Co

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company and the Operating Partnership or its their officers and of the Manager Managers set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager Managers or the Company and the Operating Partnership or any of the officers, directors, employees, affiliates, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the SharesShares or any termination of this Agreement.

Appears in 1 contract

Samples: Vici Properties Inc.

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company and the Trust or its officers and of the Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager or the Company and the Trust or any of the officers, directors, employees, agents or controlling persons referred to in Section 7, and will survive delivery of and payment for the Shares. 10.

Appears in 1 contract

Samples: Air T Inc

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its respective officers and of the Manager and Forward Purchaser set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager Manager, Forward Purchaser or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Offered Shares.

Appears in 1 contract

Samples: Distribution Agreement (Oneok Inc /New/)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager each Agent set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager Agents or the Company or any of the officers, directors, employees, affiliates, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Shares.

Appears in 1 contract

Samples: Terms Agreement (HCI Group, Inc.)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager or the Company or any of the directors, officers, directors, employees, agents or controlling persons referred to in Section 7, and will survive delivery of and payment for the Shares.

Appears in 1 contract

Samples: Terms Agreement (AppTech Payments Corp.)

Representations and Indemnities to Survive. The ------------------------------------------ respective agreements, representations, warranties, warranties and indemnities and other statements of the Company or its officers and of the Manager each Agent set forth in or made pursuant to this Agreement or any Terms Agreement will remain in full force and effect, regardless of any investigation made by the Manager or on behalf of any Agent or the Company or any of the officers, directors, employees, agents directors or controlling persons referred to in Section 75 hereof, and will survive delivery of and payment for the SharesNotes.

Appears in 1 contract

Samples: Terms Agreement (McDonalds Corp)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager Investors set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager Investors or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 79, and will survive delivery of and payment for the SharesSecurities.

Appears in 1 contract

Samples: Purchase Agreement Purchase Agreement (Endologix Inc /De/)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company, the officers of the Company or its officers and of the each Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the a Manager or the Company or any of the officers, directors, trustees, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Shares.

Appears in 1 contract

Samples: Terms Agreement (Eversource Energy)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Partnership or of the General Partner or its respective officers and of the Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager or the Company Partnership or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the SharesOffered Units.

Appears in 1 contract

Samples: ONEOK Partners LP

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 7, and will survive delivery of and payment for the Shares.

Appears in 1 contract

Samples: Market Offering Agreement (VivoPower International PLC)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Partnership or its officers and of the each Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the any Manager or the Company Partnership or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the SharesXxxxx.

Appears in 1 contract

Samples: Equity Distribution Agreement (Atlas Pipeline Partners Lp)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its respective officers and of the each Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the any Manager or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Offered Shares.

Appears in 1 contract

Samples: Oneok Inc /New/

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company and the Guarantors or its their officers and of the Manager Initial Purchasers set forth in or made pursuant to this Joinder Agreement will remain in full force and effect, regardless of any termination of this Joinder Agreement or investigation or statement made by or on behalf of the Manager Initial Purchasers or the Company or the Guarantors, or any of the officerstheir respective representatives, directors, employees, agents officers or directors or any controlling persons referred to in Section 7person, and will survive delivery of and payment for the SharesNotes.

Appears in 1 contract

Samples: Joinder Agreement (Platform Specialty Products Corp)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers or of the Operating Partnership and of the Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager or the Company or the Operating Partnership or any of the officers, directors, employees, affiliates, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Shares.

Appears in 1 contract

Samples: Equity Distribution Agreement (Easterly Government Properties, Inc.)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Partnership or of the General Partner or its respective officers and of the each Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the any Manager or the Company Partnership or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the SharesOffered Units.

Appears in 1 contract

Samples: ONEOK Partners LP

Representations and Indemnities to Survive. The respective agreements, representations, warranties, warranties and indemnities and other statements of the Company or its officers and of the Manager Managers set forth in or made pursuant to this Agreement by or on behalf of them, respectively, will remain in full force and effect, regardless of any investigation made by the Manager Managers or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the SharesOffered Units.

Appears in 1 contract

Samples: Linn Energy, LLC

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Company, the Operating Partnership or its their respective officers and of the Manager Baird set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager Baird or the Company or any of the officers, trustees, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Shares.

Appears in 1 contract

Samples: Chesapeake Lodging Trust

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Shares.survive

Appears in 1 contract

Samples: Common Stock Purchase Agreement (China Direct Industries, Inc.)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company Partnership or its officers and of the each Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager Managers or the Company Partnership or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 hereof, and will survive delivery of and payment for the Shares.

Appears in 1 contract

Samples: Equity Distribution Agreement (Plains Gp Holdings Lp)

Representations and Indemnities to Survive. The respective agreements, representations, warranties, indemnities and other statements of the Company or its officers and of the Manager set forth in or made pursuant to this Agreement will remain in full force and effect, regardless of any investigation made by the Manager or the Company or any of the officers, directors, employees, agents or controlling persons referred to in Section 77 of this Agreement, and will survive delivery of and payment for the Shares. The provisions of Sections 5, 7, 14 and 15 of this Agreement shall survive the termination or cancellation of this Agreement.

Appears in 1 contract

Samples: Distribution Agreement (Central Vermont Public Service Corp)

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