Common use of Breach of Representations and Warranties Clause in Contracts

Breach of Representations and Warranties. Any representation or warranty of the Company made herein or in any agreement, statement or certificate given in writing pursuant hereto (or pursuant to any Transaction Documents) shall be false or misleading in any material respect when made; or

Appears in 7 contracts

Samples: Onstream Media CORP, Onstream Media CORP, Onstream Media CORP

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Breach of Representations and Warranties. Any representation or warranty of the Company made herein or in any agreement, statement or certificate given in writing pursuant hereto or in connection herewith (or pursuant to any Transaction Documentsincluding, without limitation, the Note Purchase Agreement) shall be false or misleading in any material respect when made; or;

Appears in 5 contracts

Samples: Note Purchase Agreement (Cephalon Inc), Note Purchase Agreement (Sugen Inc), Note Purchase Agreement (International Standards Group Limited)

Breach of Representations and Warranties. Any representation or warranty of the Company made herein or in any agreement, statement or certificate given in writing pursuant hereto (or pursuant to any Transaction Documents) shall be false or misleading in any material respect when made; or

Appears in 5 contracts

Samples: Berliner Communications Inc, Berliner Communications Inc, Berliner Communications Inc

Breach of Representations and Warranties. Any representation or warranty of the Company made herein or in any other Transaction Document or in any written agreement, statement certificate or certificate given in writing instrument made pursuant hereto (or pursuant to any Transaction Documents) thereto or in connection herewith or therewith shall be false or misleading in any material respect when made; or

Appears in 4 contracts

Samples: Purchase Agreement (Zix Corp), Insmed Inc, Purchase Agreement (Zix Corp)

Breach of Representations and Warranties. Any representation representation, warranty, certificate, or warranty other statement (financial or otherwise) made or furnished by or on behalf of the Company made herein to the Holder in writing included in this Note or in connection with any agreement, statement or certificate given in writing pursuant hereto (or pursuant to any of the Transaction Documents) , or as an inducement to the Holder to enter into this Note or any of the other Transaction Documents, shall be false false, incorrect, incomplete or misleading in any material respect when made; ormade or furnished or becomes false thereafter.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Brazil Minerals, Inc.), Securities Purchase Agreement (Competitive Technologies Inc), Convertible Promissory Note (Puramed Bioscience Inc.)

Breach of Representations and Warranties. Any representation or warranty of the Company or the Guarantors made herein or in any agreement, statement or certificate given in writing pursuant hereto or in connection herewith (or pursuant to any including, without limitation, the Transaction Documents) shall be false or misleading in any material respect when made; or;

Appears in 2 contracts

Samples: Transmedia Asia Pacific Inc, Transmedia Asia Pacific Inc

Breach of Representations and Warranties. Any material representation or warranty of the Company made herein herein, in the Purchase Agreement or in any agreement, statement or certificate given in writing pursuant hereto (or pursuant to any Transaction Documents) in connection herewith or therewith shall be false or misleading in any material respect when as of the date made; or.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Attitude Drinks Inc.), Asset Purchase Agreement (Attitude Drinks Inc.)

Breach of Representations and Warranties. Any representation or warranty of the Company made herein or in any agreement, statement or certificate given in writing pursuant hereto or in connection herewith (or pursuant to any Transaction Documents) including, without limitation, the Purchase Agreement), shall be false or misleading in any material respect when made; ormade and the breach of which has (or with the passage of time will have) a material adverse effect on the rights of the Holder with respect to this Note or the Purchase Agreement.

Appears in 2 contracts

Samples: Exchange Agreement (Arkados Group, Inc.), Exchange Agreement (Arkados Group, Inc.)

Breach of Representations and Warranties. Any material representation or warranty of the Company made herein herein, or in any agreement, statement or certificate given in writing pursuant hereto (or pursuant to any Transaction Documents) in connection therewith shall be false or misleading in any material respect when made; ormisleading.

Appears in 2 contracts

Samples: Convertible Note Purchase Agreement (American Water Star Inc), Convertible Note Purchase Agreement (American Water Star Inc)

Breach of Representations and Warranties. Any material representation or warranty of the Company made herein or in any agreement, statement or certificate given in writing pursuant hereto (or pursuant to any Transaction Documents) in connection herewith or therewith shall be false or misleading in any material respect when made; oras of the date made and as of the date hereof.

Appears in 1 contract

Samples: Airtrax Inc

Breach of Representations and Warranties. Any representation or warranty of the Company made herein or in any agreement, statement or certificate given in writing pursuant hereto or in connection herewith (or pursuant to any including, without limitation, the Transaction Documents) shall be false or misleading in any material respect when made or deemed to be made; or

Appears in 1 contract

Samples: NewLead Holdings Ltd.

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Breach of Representations and Warranties. Any representation or warranty of the Company made herein herein, in any of the Transaction Documents or in any agreement, statement or certificate given in writing pursuant hereto (or including, without limitation, pursuant to any Transaction Documents) the Line of Credit Agreement, the Security Agreement and the Warrants), shall be false or misleading in any material respect when mademade and the breach of which has a material adverse effect on the rights of the Holder with respect to this Note, the Line of Credit Agreement, the Security Agreement or the Warrants; or

Appears in 1 contract

Samples: Senior Secured Grid Note (Alternative Construction Company, Inc.)

Breach of Representations and Warranties. Any representation or warranty of the Company made herein or in any agreement, statement or certificate given in writing pursuant hereto (or pursuant to any Transaction Documents) in connection herewith, shall be false or misleading in any material respect when made; ormade and the breach of which has (or with the passage of time will have) a material adverse effect on the rights of the Holder with respect to this Note.

Appears in 1 contract

Samples: Investment and Funding Agreement (Argentum 47, Inc.)

Breach of Representations and Warranties. (i) Any material representation or warranty of the Parent or Company Subsidiaries made herein herein, or in any agreement, statement or certificate given in writing pursuant hereto (or pursuant to any Transaction Documents) in connection herewith shall be false or misleading in any material respect when as of the date made; or.

Appears in 1 contract

Samples: Loan Agreement and Secured Promissory Note (Eos Petro, Inc.)

Breach of Representations and Warranties. Any representation any material representation, warranty or warranty of statement made by the Company made herein or the Subsidiary Guarantor hereunder, in any agreementAncillary Agreement, any certificate, statement or certificate given in writing pursuant hereto (or document delivered pursuant to any Transaction Documents) shall the terms hereof, or in connection with the transactions contemplated by this Agreement should at the time made be false or misleading in any material respect when made; orrespect;.

Appears in 1 contract

Samples: Artemis International Solutions Corp

Breach of Representations and Warranties. Any material representation or warranty of the Company made herein or in any agreement, statement or certificate given in writing pursuant hereto or in connection herewith (or pursuant to any Transaction Documentsincluding, without limitation, the Note Purchase Agreement, the Transfer Agent Agreement and the Warrants) shall be false or misleading in any material respect when made; or

Appears in 1 contract

Samples: Note Purchase Agreement (Sugen Inc)

Breach of Representations and Warranties. Any material representation or warranty of the Company Corporation made herein herein, in the Purchase Agreement, or in any agreement, statement or certificate given in writing pursuant hereto (or pursuant to any Transaction Documents) in connection therewith shall be false or misleading in any material respect when made; ormisleading.

Appears in 1 contract

Samples: Securities Purchase Agreement (Cycle Country Accessories Corp)

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