Common use of Survival of Representations, Warranties and Agreements Clause in Contracts

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the Shares being purchased and the payment therefor.

Appears in 45 contracts

Samples: Purchase Agreement (Immtech Pharmaceuticals, Inc.), Securities Purchase Agreement (Impco Technologies Inc), Stock Purchase Agreement (Rita Medical Systems Inc)

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Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this AgreementAgreement or by the Placement Agent, all covenants, agreements, representations and warranties made by the Company and the Investor Purchaser herein and in the certificates for the Shares delivered pursuant hereto shall survive the execution of this Agreement, the delivery to the Investor Purchaser of the Shares being purchased and the payment therefor.

Appears in 36 contracts

Samples: Purchase Agreement (Staar Surgical Company), Purchase Agreement (Staar Surgical Company), Form of Purchase Agreement (Atp Oil & Gas Corp)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this AgreementAgreement or by the Placement Agent, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the Shares being purchased and the payment therefor.

Appears in 27 contracts

Samples: Stock Purchase Agreement (Endocardial Solutions Inc), Stock Purchase Agreement (Endocardial Solutions Inc), Stock Purchase Agreement (Sands Regent)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the Shares and the Warrant being purchased and the payment therefor.

Appears in 23 contracts

Samples: Securities Purchase and Registration Rights Agreement (Star Scientific Inc), Securities Purchase and Registration Rights Agreement (Star Scientific Inc), Securities Purchase and Registration Rights Agreement (Star Scientific Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the Shares Securities being purchased and the payment therefor.

Appears in 19 contracts

Samples: Purchase Agreement (Neurogen Corp), Securities Purchase Agreement (Xtant Medical Holdings, Inc.), Securities Purchase Agreement (Healthsouth Corp)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein Purchasers in this Agreement and in the certificates for the Shares delivered pursuant to this Agreement shall survive the execution of this Agreement, the delivery to the Investor Purchasers of the Shares being purchased and the payment therefor.

Appears in 17 contracts

Samples: Series I Preferred Stock Purchase Agreement (Exabyte Corp /De/), Share Purchase Agreement (P Com Inc), Share Purchase Agreement (Auspex Systems Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall will survive the execution of this Agreement, the delivery to the Investor of the Shares being purchased and the payment therefor.

Appears in 15 contracts

Samples: Stock Purchase Agreement (Seattle Genetics Inc /Wa), Subscription Agreement (BofI Holding, Inc.), Subscription Agreement (Wave Systems Corp)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall will survive the execution of this Agreement, the delivery to the Investor of the Shares Investor Securities being purchased and the payment therefor.

Appears in 15 contracts

Samples: Subscription Agreement (Wave Systems Corp), Subscription Agreement (Wave Systems Corp), Subscription Agreement (Wave Systems Corp)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor Purchaser herein and in the certificates delivered pursuant hereto shall survive the execution of this Agreement, the delivery to the Investor Purchaser of the Shares being purchased and the payment therefor.

Appears in 11 contracts

Samples: Stock Purchase Agreement (Infinium Labs Inc), Stock Purchase Agreement (NaturalNano , Inc.), Stock Purchase Agreement (Infinium Labs Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor Purchaser herein and in the certificates for the Shares delivered pursuant hereto shall survive the execution of this Agreement, the delivery to the Investor Purchaser of the Shares being purchased and the payment therefor.

Appears in 11 contracts

Samples: Securities Purchase Agreement (Lenco Mobile Inc.), Securities Purchase Agreement (Lenco Mobile Inc.), Securities Purchase Agreement (Lenco Mobile Inc.)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this AgreementAgreement or by the Placement Agents, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall will survive the execution of this Agreement, the delivery to the Investor of the Shares being purchased and the payment therefor.

Appears in 10 contracts

Samples: Subscription Agreement (Kosan Biosciences Inc), Subscription Agreement (Neose Technologies Inc), Agent Agreement (Vasogen Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and each Purchaser herein and in the Investor herein certificates for the securities delivered pursuant hereto shall survive the execution of this Agreement, the delivery to the Investor Purchasers of the Shares securities being purchased and the payment therefor.

Appears in 10 contracts

Samples: Purchase Agreement (Calypte Biomedical Corp), Common Stock Purchase Agreement (Penederm Inc), Common Stock and Warrant Purchase Agreement (Avigen Inc \De)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this AgreementAgreement or by the Placement Agent, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall will survive the execution of this Agreement, the delivery to the Investor of the Shares being purchased and the payment therefor.

Appears in 9 contracts

Samples: Subscription Agreement (Neose Technologies Inc), Placement Agent Agreement (Vical Inc), Subscription Agreement (Arqule Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor Purchaser herein shall survive the execution of this Agreement, the delivery to the Investor Purchaser of the Shares being purchased and the payment therefor.

Appears in 7 contracts

Samples: Purchase Agreement (Genelabs Technologies Inc /Ca), Stock Purchase Agreement (Highlands Insurance Group Inc), Purchase Agreement (Neose Technologies Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the such Investor of the Shares Offered Securities being purchased and the payment therefor.

Appears in 7 contracts

Samples: Purchase Agreement (Genvec Inc), Unit Subscription Agreement (Crossroads Systems Inc), Purchase Agreement (Genvec Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall will survive the execution of this Agreement, the delivery to the Investor of the Shares Common Stock being purchased and the payment therefor.

Appears in 7 contracts

Samples: Subscription Agreement (Raser Technologies Inc), Subscription Agreement (Raser Technologies Inc), Subscription Agreement (Raser Technologies Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the each Investor herein shall survive the execution of this Agreement, the delivery to the such Investor of the Shares being purchased and the payment therefor.

Appears in 7 contracts

Samples: Placement Agency Agreement (Sequenom Inc), Placement Agency Agreement (Cytogen Corp), Placement Agency Agreement (Oxigene Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor Purchaser herein shall survive the execution of this Agreement, the delivery to the Investor Purchaser of the Shares being purchased and the payment therefor, for a period of one year following such payment therefor.

Appears in 7 contracts

Samples: Stock Purchase Agreement (Cell Pathways Holdings Inc), Stock Purchase Agreement (Cell Pathways Inc /De), Stock Purchase Agreement (Cell Pathways Holdings Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the Prior Warrant Shares and the Warrant being purchased and the payment therefor.

Appears in 6 contracts

Samples: Securities Purchase and Registration Rights Agreement (Star Scientific Inc), Securities Purchase and Registration Rights Agreement (Star Scientific Inc), Securities Purchase and Registration Rights Agreement (Star Scientific Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor Purchaser herein and in the certificates for the Shares shall survive the execution of this Agreement, the delivery to the Investor Purchaser of the Shares being purchased and the payment therefor.

Appears in 6 contracts

Samples: Common Stock Purchase Agreement (Yes Entertainment Corp), Common Stock Purchase Agreement (Yes Entertainment Corp), Common Stock Purchase Agreement (Yes Entertainment Corp)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall will survive the execution of this Agreement, the delivery to the Investor of the Shares Securities being purchased and the payment therefor.

Appears in 6 contracts

Samples: Canadian Subscription Agreement (DelMar Pharmaceuticals, Inc.), Form of Subscription Agreement (Helius Medical Technologies, Inc.), Form of Subscription Agreement (KalVista Pharmaceuticals, Inc.)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall will survive the execution of this Agreement, the delivery to the Investor of the Shares and Warrants being purchased and the payment therefor.

Appears in 6 contracts

Samples: Subscription Agreement (CytoDyn Inc.), Dejour Energy Inc., Subscription Agreement (CytoDyn Inc.)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor Purchaser herein shall survive the execution of this Agreement, the delivery to the Investor Purchaser of the Shares being purchased purchased, and the payment therefor.

Appears in 6 contracts

Samples: License Agreement (Curagen Corp), Registration Rights Agreement (Orchid Biosciences Inc), License Agreement (Curagen Corp)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the Shares and the Warrant being purchased and the payment therefor.

Appears in 6 contracts

Samples: Stock and Warrant Purchase Agreement (Inhibitex, Inc.), Stock and Warrant Purchase Agreement (Rita Medical Systems Inc), Securities Purchase Agreement (Healthetech Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the Shares Units being purchased and the payment therefor.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Avicena Group, Inc.), Securities Purchase Agreement (Trikon Technologies Inc), Purchase Agreement (Aastrom Biosciences Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company Fund and the each Investor herein shall survive the execution of this Agreement, the delivery to the such Investor of the Shares being purchased and the payment therefor.

Appears in 5 contracts

Samples: Purchase Agreement (Tortoise Energy Capital Corp), Form of Purchase Agreement (Tortoise Energy Infrastructure Corp), Form of Purchase Agreement (Tortoise Energy Infrastructure Corp)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the Shares Common Stock and Warrants being purchased and the payment therefortherefor for a period of one (1) year from the Closing Date.

Appears in 5 contracts

Samples: Securities Purchase Agreement (Palatin Technologies Inc), Securities Purchase Agreement (Avax Technologies Inc), Securities Purchase Agreement (Avax Technologies Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein and in the certificates for the Investor Shares delivered pursuant hereto shall survive the execution of this Agreement, the delivery to the Investor of the Investor Shares being purchased and the payment therefor.

Appears in 5 contracts

Samples: Form of Stock Purchase Agreement (Boston Private Bancorp Inc), Stock and Warrant Purchase Agreement (Biosphere Medical Inc), ) Stock Purchase Agreement (Stockeryale Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein Purchasers in this Agreement shall survive the execution of this Agreement, the delivery to the Investor Purchasers of the Shares being purchased and the payment therefor.

Appears in 5 contracts

Samples: Share Purchase Agreement (Ebix Inc), Stock Purchase Agreement (Virco MFG Corporation), Share Purchase Agreement (Ebix Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this AgreementAgreement or by the Placement Agent, all covenants, agreements, representations and warranties made by the Company and the Investor Purchaser herein and in the certificates for the Shares delivered pursuant hereto shall survive the execution of this Agreement, the delivery to the Investor Purchaser of the Shares being purchased and the payment therefortherefore.

Appears in 5 contracts

Samples: Purchase Agreement (Pharmacopeia Drug Discovery Inc), Purchase Agreement (Internap Network Services Corp), Purchase Agreement (KFX Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor Investors herein shall survive the execution of this Agreement, the delivery to the Investor Investors of the Shares Securities being purchased and the payment therefor.

Appears in 5 contracts

Samples: Securities Purchase Agreement (Knight Capital Group, Inc.), Securities Purchase Agreement (Xtant Medical Holdings, Inc.), Securities Purchase Agreement (Xtant Medical Holdings, Inc.)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall will survive the execution of this Agreement, the delivery to the Investor of the Common Shares being purchased and the payment therefor.

Appears in 5 contracts

Samples: Subscription Agreement (Tanzanian Royalty Exploration Corp), Tanzanian Royalty Exploration Corp, Tanzanian Gold Corp

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor Purchaser herein shall survive the execution of this Agreement, the delivery to the Investor Purchaser of the Shares being purchased and the payment therefor.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Professional Diversity Network, Inc.), Stock Purchase Agreement (Professional Diversity Network, Inc.), Stock Purchase Agreement (Professional Diversity Network, Inc.)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor Purchaser herein shall survive the execution of this Agreement, the delivery to the Investor Purchaser of the Shares Units being purchased and the payment therefor.

Appears in 4 contracts

Samples: Purchase Agreement (Cell Pathways Holdings Inc), Purchase Agreement (Cell Pathways Holdings Inc), Purchase Agreement (Cell Pathways Holdings Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall Purchaser hereby will survive the execution of this Agreement, the delivery to the Investor Purchaser of the Shares being purchased and the payment thereforby Purchaser of the Purchase Price therefor for a period of one year.

Appears in 4 contracts

Samples: Subscription Agreement (American Capital, LTD), Subscription Agreement (THLP Debt Partners, L.P.), Subscription Agreement (American Capital, LTD)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein and in the Investor Warrants and certificates for the Investor Shares and Warrant Shares delivered pursuant hereto shall survive the execution of this Agreement, the delivery to the Investor of the Investor Shares, the Investor Warrants and the Warrant Shares being purchased and the payment therefor.

Appears in 4 contracts

Samples: Stock and Warrant Purchase Agreement (Stockeryale Inc), Stock and Warrant Purchase Agreement (Stockeryale Inc), Stock and Warrant Purchase Agreement (Stockeryale Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor Investors herein shall survive the execution of this Agreement, the delivery to the Investor Investors of the Shares Units being purchased and the payment therefor.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Power Efficiency Corp), Securities Purchase Agreement (Power Efficiency Corp), Securities Purchase Agreement (Power Efficiency Corp)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the Shares Common Stock being purchased and the payment therefor.

Appears in 4 contracts

Samples: Securities Purchase Agreement (Morgan Stanley), Securities Purchase Agreement (Mitsubishi Ufj Financial Group Inc), Securities Purchase Agreement (Morgan Stanley)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the Shares being purchased and the payment therefortherefor unless otherwise stated herein.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Inverness Medical Innovations Inc), Stock Purchase Agreement (Inverness Medical Innovations Inc), Stock Purchase Agreement (Inverness Medical Innovations Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein Purchaser in this Agreement and in the certificates for the Shares delivered pursuant to this Agreement shall survive the execution of this Agreement, the delivery to the Investor Purchaser of the Shares being purchased and the payment therefor.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Chordiant Software Inc), Share Purchase Agreement (Neorx Corp), Share Purchase Agreement (Neorx Corp)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this AgreementAgreement or by the Placement Agent, all covenants, agreements, representations and warranties made by the Company and the Investor Purchaser herein and in the certificates for the Securities delivered pursuant hereto shall survive the execution of this Agreement, the delivery to the Investor Purchaser of the Shares Securities being purchased and the payment therefortherefore.

Appears in 4 contracts

Samples: Purchase Agreement (Copper Mountain Networks Inc), Purchase Agreement (Sunair Services Corp), Purchase Agreement (Intelli Check Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this AgreementAgreement or by the Placement Agent, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the Shares Securities being purchased and the payment therefor.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Act Teleconferencing Inc), Securities Purchase Agreement (Palatin Technologies Inc), Securities Purchase Agreement (Compex Technologies Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the February Warrant Shares and the Warrant being purchased and the payment therefor.

Appears in 4 contracts

Samples: Securities Purchase and Registration Rights Agreement (Star Scientific Inc), Securities Purchase and Registration Rights Agreement (Star Scientific Inc), Securities Purchase and Registration Rights Agreement (Star Scientific Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor Subscriber herein shall survive the execution of this Agreement, the delivery to the Investor Subscriber of certificates representing the Placement Shares being purchased and the payment therefor.

Appears in 3 contracts

Samples: Subscription Agreement (Commerce Security Bancorp Inc), Subscription Agreement (Commerce Security Bancorp Inc), Subscription Agreement (Commerce Security Bancorp Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this AgreementAgreement or by the Placement Consultant, all covenants, agreements, representations and warranties made by the Company and the Investor Purchaser herein shall survive the execution of this Agreement, the delivery to the Investor Purchaser of the Shares and Warrants being purchased and the payment therefor.

Appears in 3 contracts

Samples: Stock and Warrant Purchase Agreement (Natural Health Trends Corp), Stock and Warrant Purchase Agreement (Natural Health Trends Corp), Warrant Purchase Agreement (Natural Health Trends Corp)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and each of the Investor herein Preferred Holders in this Agreement shall survive the execution of this Agreement, Agreement and the delivery to the Investor Preferred Holders of the Shares being purchased and the payment thereforExchange Shares.

Appears in 3 contracts

Samples: Stock Exchange Agreement (Exabyte Corp /De/), Stock Exchange Agreement (Exabyte Corp /De/), Stock Exchange Agreement (Exabyte Corp /De/)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the Shares shares of Stock being purchased and the payment therefor.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Investors Financial Services Corp), Stock Purchase Agreement (Bb Biotech Ag), Stock Purchase Agreement (Alexion Pharmaceuticals Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this AgreementAgreement or by the Placement Agents, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the Shares being purchased and the payment therefor.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Vascular Solutions Inc), Stock Purchase Agreement (Amylin Pharmaceuticals Inc), Stock Purchase Agreement (Amylin Pharmaceuticals Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made at any time by or on behalf of any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein Purchaser in this Agreement and in any of the other Transaction Documents shall survive the execution and delivery of this Agreement, Agreement and the issuance and delivery to the Investor Purchaser of the Shares being purchased and the payment thereforPurchased Shares.

Appears in 3 contracts

Samples: Common Stock Purchase Agreement (Trans Industries Inc), Common Stock Purchase Agreement (Trans Industries Inc), Common Stock Purchase Agreement (Trans Industries Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this AgreementAgreement or by the Placement Agent, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the Shares being purchased and the payment therefortherefore.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Velocity Express Corp), Stock Purchase Agreement (Velocity Express Corp), Stock Purchase Agreement (Velocity Express Corp)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this AgreementAgreement or by the Placement Agents, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall and, with respect to the Company, in the Placement Agency Agreement, will survive the execution of this Agreement, the delivery to the Investor of the Shares Units being purchased and the payment therefor.

Appears in 3 contracts

Samples: Subscription Agreement (GeoVax Labs, Inc.), Subscription Agreement (GeoVax Labs, Inc.), Subscription Agreement (GeoVax Labs, Inc.)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor Investors herein shall survive the execution of this Agreement, and the delivery to the Investor Investors of the Shares Offered Securities being purchased and the payment therefor.

Appears in 3 contracts

Samples: Purchase Agreement (Idenix Pharmaceuticals Inc), Purchase Agreement (Achillion Pharmaceuticals Inc), Purchase Agreement (Achillion Pharmaceuticals Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein and in the certificates for the Investor Shares delivered pursuant hereto shall survive the execution of this Agreement, the delivery to the Investor of the Investor Shares being purchased and the payment therefor.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Stockeryale Inc), 1507;stock Purchase Agreement (Stockeryale Inc), Stock Purchase Agreement (Stockeryale Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this AgreementAgreement or by the Placement Agent, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall will survive the execution of this Agreement, the delivery to the Investor of the Shares Units being purchased and the payment therefor.

Appears in 3 contracts

Samples: Subscription Agreement (Mechanical Technology Inc), Subscription Agreement (Acacia Research Corp), Subscription Agreement (Acusphere Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this AgreementAgreement or by the Placement Agent, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall will survive the execution of this Agreement, the delivery to the Investor of the Shares Units being purchased subscribed and the payment therefor.

Appears in 3 contracts

Samples: Subscription Agreement (Erytech Pharma S.A.), Subscription Agreement (Biophytis SA), Subscription Agreement (Erytech Pharma S.A.)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company Company, the Selling Stockholder and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the Shares Units being purchased and the payment therefor.

Appears in 3 contracts

Samples: Subscription Agreement (Eaturna LLC), Subscription Agreement (Grill Concepts Inc), Subscription Agreement (Eaturna LLC)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor Purchaser herein and in the certificates for the securities delivered pursuant hereto shall survive the execution of this Agreement, the delivery to the Investor Purchaser of the Shares being purchased and the payment therefor.

Appears in 3 contracts

Samples: Common Stock Purchase Agreement (Epimmune Inc), Common Stock Purchase Agreement (Cytel Corp/De), Common Stock Purchase Agreement (Epimmune Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor Investors herein shall will survive the execution of this Agreement, the delivery to the Investor Investors of the Shares and Warrants being purchased and the payment therefor.

Appears in 2 contracts

Samples: Sarissa Capital Management LP, Apricus Biosciences, Inc.

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor each Purchaser herein shall survive the execution of this Agreement, Agreement and the delivery issuance and sale to the Investor Purchasers of the Securities and shall terminate upon the subsequent transfer of the Shares being purchased and the payment thereforpursuant to Sections 5 or 9.

Appears in 2 contracts

Samples: Stock and Warrant Purchase Agreement (Onyx Pharmaceuticals Inc), Stock and Warrant Purchase Agreement (Onyx Pharmaceuticals Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein Placement Agent in this Agreement and in the Warrant delivered pursuant to this Agreement shall survive the execution of this Agreement, the delivery to the Investor Placement Agent of the Shares being purchased Warrant and the payment therefor.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Lecroy Corp), Share Purchase Agreement (Lecroy Corp)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor Investors herein and in any certificates or documents delivered pursuant hereto or in connection therewith shall survive the execution of this Agreement, following the delivery to the Investor Investors of the Shares Securities being purchased and the payment therefor.

Appears in 2 contracts

Samples: Subordinated Note and Warrant Purchase Agreement (Inverness Medical Innovations Inc), Subordinated Note Purchase Agreement (Inverness Medical Innovations Inc)

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Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall will survive the execution of this Agreement, the delivery to the Investor of the Shares Units being purchased and the payment therefor.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Energy Conversion Devices Inc), Stock Purchase Agreement (Energy Conversion Devices Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding ------------------------------------------------------ any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the Shares being purchased and the payment therefor.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Conceptus Inc), Stock Purchase Agreement (Impco Technologies Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this AgreementAgreement or by the Placement Agents, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the Shares being purchased and the payment thereforby the Investor for the Securities being purchased pursuant to this Agreement.

Appears in 2 contracts

Samples: Warrant and Unit Purchase Agreement (Tivo Inc), Note, Warrant and Unit Purchase Agreement (General Electric Co)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the Shares and the Warrant being purchased and the payment therefortherefor until the expiration date of the Company’s obligation to keep the Registration Statement effective pursuant to Section 7.1(c).

Appears in 2 contracts

Samples: Securities Purchase Agreement (Sirna Therapeutics Inc), Securities Purchase Agreement (Xenogen Corp)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the full execution and delivery of this Agreement, the delivery to the Investor of the Shares being purchased and the payment therefor.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Appliance Recycling Centers of America Inc /Mn), Securities Purchase Agreement (Appliance Recycling Centers of America Inc /Mn)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the Shares and the Warrant being purchased purchased, and the payment therefor.

Appears in 2 contracts

Samples: Securities Purchase and Registration Rights Agreement (Rock Creek Pharmaceuticals, Inc.), Securities Purchase Agreement (Rock Creek Pharmaceuticals, Inc.)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made herein by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the Preferred Shares being purchased and the payment therefor.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Small World Kids Inc), Securities Purchase Agreement (Plastinum Polymer Technologies Corp.)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and each Purchaser herein and in the Investor herein certificates for the securities delivered pursuant hereto shall survive the execution of this Agreement, the delivery to the Investor Purchasers of the Shares Securities being purchased and the payment therefor.

Appears in 2 contracts

Samples: Common Stock and Warrant Purchase Agreement (Biocircuits Corp), Common Stock and Warrant Purchase Agreement (Biocircuits Corp)

Survival of Representations, Warranties and Agreements. Notwithstanding any ------------------------------------------------------ investigation made by any party to this AgreementAgreement or by the Placement Agent, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the Shares being purchased and the payment therefor.

Appears in 2 contracts

Samples: Purchase Agreement (Hanover Compressor Co /), Purchase Agreement (Hanover Compressor Co /)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall will survive the execution of this Agreement, the delivery to the Investor of the Shares Units being purchased and the payment therefor.

Appears in 2 contracts

Samples: Subscription Agreement (Raser Technologies Inc), Raser Technologies Inc

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this AgreementAgreement or by the Agent, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall will survive the execution of this Agreement, the delivery to the Investor of the Shares and the Warrants being purchased and the payment therefor.

Appears in 2 contracts

Samples: Form of Subscription Agreement (Thermogenesis Corp), Subscription Agreement (Rainmaker Systems Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor Investors herein shall will survive the execution of this Agreement, the delivery to the Investor Investors of the Shares and Warrants being purchased and the payment therefortherefor at each Closing.

Appears in 2 contracts

Samples: Apricus Biosciences, Inc., Sarissa Capital Management LP

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor each Participant herein shall survive the execution of this Agreement, Agreement and the delivery issuance and sale to the Investor Participants of the Securities and shall terminate upon the subsequent transfer of the Shares being purchased and the payment thereforpursuant to Section 5 or Section 9.

Appears in 2 contracts

Samples: Subscription Agreement (SteadyMed Ltd.), Subscription Agreement (SteadyMed Ltd.)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor Investors herein shall survive the execution of this Agreement, the delivery to the Investor Investors of the Shares being purchased and the payment therefor.

Appears in 2 contracts

Samples: Share Purchase Agreement (Full Truck Alliance Co. Ltd.), Stock Purchase Agreement (Aptimus Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor Investors herein shall survive the execution of this Agreement, the delivery to the Investor Investors of the Shares Preferred Stock being purchased and the payment therefor.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Power Efficiency Corp), Securities Purchase Agreement (Power Efficiency Corp)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this AgreementAgreement or by any Placement Agent, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall will survive the execution of this Agreement, the delivery to the Investor of the Shares being purchased and the payment therefor.

Appears in 2 contracts

Samples: Subscription Agreement (Auxilium Pharmaceuticals Inc), Subscription Agreement (Auxilium Pharmaceuticals Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this AgreementAgreement or by the Placement Agents, all covenants, agreements, representations and warranties made by the Company and the Investor Purchaser herein and in the certificates for the securities delivered pursuant hereto shall survive the execution of this Agreement, the delivery to the Investor Purchaser of the Shares securities being purchased and the payment therefor.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Thermedics Detection Inc), Stock Purchase Agreement (Thermo Bioanalysis Corp /De)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, Agreement all covenants, agreements, representations and warranties made by the Company and the Investor Purchasers herein shall survive the execution of this Agreement, the delivery to the Investor Purchasers of the Shares Securities being purchased and the payment therefor.

Appears in 2 contracts

Samples: Form of Securities Purchase Agreement (Palomar Medical Technologies Inc), Securities Purchase Agreement (Palomar Medical Technologies Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall will survive the execution of this Agreement, the delivery to the Investor of the Shares Securities being purchased and the payment therefor.

Appears in 2 contracts

Samples: Subscription Agreement (Tanzanian Gold Corp), Subscription Agreement (GLORY STAR NEW MEDIA GROUP HOLDINGS LTD)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the such Investor of the Shares Units being purchased and the payment therefor.

Appears in 2 contracts

Samples: Purchase Agreement (Beacon Power Corp), Subscription Agreement (uWink, Inc.)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the Shares and the Adjusted Warrant being purchased and the payment therefor.

Appears in 2 contracts

Samples: Securities Purchase and Registration Rights Agreement (Star Scientific Inc), Securities Purchase and Registration Rights Agreement (Star Scientific Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor each Purchaser herein shall survive the execution of this Agreement, Agreement and the delivery issuance and sale to the Investor Purchasers of the Shares being purchased and shall terminate upon the payment thereforsubsequent transfer of the Shares pursuant to Sections 5 or 9.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Onyx Pharmaceuticals Inc), Stock Purchase Agreement (Onyx Pharmaceuticals Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this AgreementAgreement or by the Placement Agent, all covenants, agreements, representations and warranties made by the Company Company, and the Investor Purchaser herein and in the certificates for the Shares delivered pursuant hereto shall survive the execution of this Agreement, the delivery to the Investor Purchaser of the Shares being purchased and the payment therefor.

Appears in 2 contracts

Samples: Purchase Agreement (Cardiodynamics International Corp), Purchase Agreement (Depotech Corp)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall will survive the execution of this Agreement, the delivery to the Investor of the Investor Shares being purchased and the payment therefor.

Appears in 2 contracts

Samples: Subscription Agreement (Wave Systems Corp), Subscription Agreement (Wave Systems Corp)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the Shares shares of Series B Preferred Stock being purchased and the payment therefor, including, without limitation, those contained in Section 7.3 hereof.

Appears in 2 contracts

Samples: Series B Preferred Stock Purchase Agreement (Alexion Pharmaceuticals Inc), Preferred Stock Purchase Agreement (Bb Biotech Ag)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this AgreementAgreement or by any Placement Agent, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall will survive the execution of this Agreement, the delivery to the Investor of the Shares Securities being purchased and the payment therefor.

Appears in 2 contracts

Samples: Subscription Agreement (Avi Biopharma Inc), Subscription Agreement (Avi Biopharma Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall will survive the execution of this Agreement, the delivery to the Investor of the Shares and Warrants being purchased and the payment therefortherefor at each Closing.

Appears in 2 contracts

Samples: Apricus Biosciences, Inc., Apricus Biosciences, Inc.

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor Purchaser herein and in the certificates delivered pursuant hereto shall survive the execution of this Agreement, the delivery to the Investor Purchaser of the Shares and the Warrants being purchased and the payment therefor.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Perfisans Holdings Inc), Securities Purchase Agreement (Perfisans Holdings Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this AgreementAgreement or by the Placement Agent, all covenants, agreements, representations and warranties made by the Company and the Investor Investors herein shall survive the execution of this Agreement, the delivery to the Investor of the Shares being purchased and the payment therefor.

Appears in 1 contract

Samples: Stock Purchase Agreement (Ciber Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the Preferred Shares and the Warrant being purchased and the payment therefor.

Appears in 1 contract

Samples: Stock and Warrant Purchase Agreement (Parlex Corp)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the Shares Securities being purchased and the payment therefortherefor (subject to the proviso in Section ‎D.26).

Appears in 1 contract

Samples: Securities Purchase Agreement (Pernix Therapeutics Holdings, Inc.)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company Company, each of the Selling Shareholders and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the Shares being purchased and the payment therefor.

Appears in 1 contract

Samples: Securities Purchase Agreement (Silverleaf Resorts Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor Investors herein shall survive the execution of this Agreement, and the delivery to payment by the Investor of for the Shares being purchased and the payment thereforpursuant to this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Titan Pharmaceuticals Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor Purchaser herein and in the certificates for the securities delivered pursuant hereto shall survive the execution of this Agreement, the delivery to the Investor Purchaser of the certificates representing the Shares being purchased and the payment thereforexchange of the Rights.

Appears in 1 contract

Samples: Agreement (BCC Acquisition I LLC)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the such Investor of the Shares Securities being purchased and the payment therefor.

Appears in 1 contract

Samples: Purchase Agreement (Polymedix Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor Investors herein shall will survive the execution of this Agreement, the delivery to the Investor Investors of the Shares Securities being purchased and the payment therefor.

Appears in 1 contract

Samples: Convertible Note and Warrant Purchase Agreement (Mgi Pharma Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall herein, will survive the execution of this Agreement, the delivery to the Investor of the Shares being purchased and the payment therefor.

Appears in 1 contract

Samples: Subscription Agreement (Antigenics Inc /De/)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, the delivery to the Investor of the September Warrant Shares and the Warrant being purchased and the payment therefor.

Appears in 1 contract

Samples: Securities Purchase and Registration Rights Agreement (Star Scientific Inc)

Survival of Representations, Warranties and Agreements. Notwithstanding any investigation made by any party to this Agreement, all covenants, agreements, representations and warranties made by the Company and the Investor herein shall survive the execution of this Agreement, Agreement and the delivery to the Investor of the Shares being purchased and the payment therefortherefor for a period of one year from and after the Investment Closing.

Appears in 1 contract

Samples: Share Purchase and Registration Rights Agreement (QLT Inc/Bc)

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