Representations of Buyers. Buyers represent and warrant to Sellers that as of the date hereof and as of the Closing Date:
Representations of Buyers. Each Buyer, as to itself but as to no other Buyer, hereby represents, warrants and covenants to the Sellers that:
Representations of Buyers. Buyers hereby represents to the Seller that the statements in the following paragraphs of this Section 5 are all true and complete as of the Payment Date and the Final Payment Date:
Representations of Buyers. Each Buyer represents and warrants that this Agreement has been duly and validly authorized, executed and delivered on behalf of such Buyer and is a valid and binding agreement of such Buyer enforceable against such Buyer in accordance with its terms, subject as to enforceability to general principles of equity and to applicable bankruptcy, insolvency, reorganization, moratorium, liquidation and other similar laws relating to, or affecting generally, the enforcement of applicable creditors' rights and remedies. Each Buyer represents that it will acquire the Buyer Notes for its own account for investment only and not with a view towards, or for resale in connection with, the public sale or distribution of the Buyer Notes, except pursuant to sales registered or exempted under the Securities Act of 1933, as amended (the "1933 ACT"); provided, however, that by making the representations herein, such Buyer does not agree to hold any Buyer Notes for any minimum or other specific term and reserves the right to dispose of the Buyer Notes at any time in accordance with or pursuant to a registration statement or an exemption under the 1933 Act. Each Buyer further represents, by acceptance hereof, that, as of this date, such Buyer is an "accredited investor" as such term is defined in Rule 501(a) of Regulation D promulgated by the Securities and Exchange Commission under the 1933 Act.
Representations of Buyers. Buyers, each jointly and severally, represents and warrants as follows:
Representations of Buyers. 9 SECTION 3.10 Use of Proceeds ......................................10
Representations of Buyers. (a) Buyers is a corporation duly organized, validly existing and in good standing under the laws of the state of Delaware. Buyers has all necessary corporate power and authority to carry on its business as now being conducted. Buyers has the necessary corporate power and authority to execute, deliver, and perform this Agreement and the transactions contemplated hereby.
Representations of Buyers. 2.1 Buyers hereby represent and warrant to the Company as follows:
Representations of Buyers. Each of Buyers represents or warrants to the Company that: (i) such Buyer has all requisite power and authority to enter into and perform this Agreement; (ii) the execution and delivery of this Agreement and the consummation by such Buyer of the transactions contemplated hereby have been duly authorized and no further consent or authorization of Buyer or its Board of Directors, managers or its equity holders is required; (iii) this Agreement constitutes the legal, valid and binding obligation of such Buyer enforceable against such Buyer in accordance with its terms; and (iv) such Buyer has not assigned, transferred, sold or pledged the Note issued to such Buyer and such Buyer has the right and authority to accept in full payment of the applicable Note the Prepayment Amount applicable thereto.
Representations of Buyers. Each Buyer represents and warrants that:
