Representations and Warranties by the Company. The Company represents and warrants to each Underwriter as of the date hereof, as of the Closing Time referred to in Section 2(c) hereof, and as of each Date of Delivery (if any) referred to in Section 2(b) hereof, and agrees with each Underwriter, as follows:
Appears in 282 contracts
Samples: Underwriting Agreement (Red River Bancshares Inc), Underwriting Agreement (Merchants Bancorp), Underwriting Agreement (Guaranty Bancshares Inc /Tx/)
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter as of the date hereof, as of the Applicable Time referred to in Section 1(a)(i) hereof, as of the Closing Time referred to in Section 2(c) hereof, and as of each Date of Delivery (if any) referred to in Section 2(b) hereof, and agrees with each Underwriter, as follows:
Appears in 80 contracts
Samples: Purchase Agreement (Realty Income Corp), Purchase Agreement (Ares Capital Corp), Purchase Agreement (Ares Capital Corp)
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter as of the date hereof, the Applicable Time referred to in Section 1(a)(i) hereof, as of the Closing Time referred to in Section 2(c) hereof, and as of each Date of Delivery (if any) referred to in Section 2(b) hereof, and agrees with each Underwriter, as follows:
Appears in 47 contracts
Samples: Underwriting Agreement (Funtalk China Holdings LTD), Purchase Agreement (Verisk Analytics, Inc.), Underwriting Agreement (Funtalk China Holdings LTD)
Representations and Warranties by the Company. The Company represents and warrants to each U.S. Underwriter as of the date hereof, as of the Closing Time referred to in Section 2(c) hereof, and as of each Date of Delivery (if any) referred to in Section 2(b) hereof, and agrees with each U.S. Underwriter, as follows:
Appears in 38 contracts
Samples: Purchase Agreement (Hayes Wheels International Inc), Purchase Agreement (Us Foodservice/Md/), Purchase Agreement (Mih LTD)
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter as of the date hereof, as of the Closing Time referred to in Section 2(c) hereof, and as of each Date of Delivery (if any) referred to in Section 2(b) hereof, and agrees with each Underwriter, as follows:
Appears in 22 contracts
Samples: Purchase Agreement (Valley National Bancorp), Underwriting Agreement (Caterpillar Inc), Underwriting Agreement (Caterpillar Inc)
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter as of the date hereof, hereof and as of the Closing Time referred to in Section 2(c) hereof, and (as of each Date of Delivery (if any) referred to defined in Section 2(b) hereof), and agrees with each Underwriter, as follows:
Appears in 13 contracts
Samples: Underwriting Agreement (Oge Energy Corp.), Purchase Agreement (Oge Energy Corp), Underwriting Agreement (Oklahoma Gas & Electric Co)
Representations and Warranties by the Company. The Company represents and warrants to each U.S. Underwriter as of the date hereof, as of the Closing Time referred to in Section 2(c) hereof, and as of each Date of Delivery (if any) referred to in Section 2(b) hereof), hereof and agrees with each U.S. Underwriter, as follows:
Appears in 13 contracts
Samples: Purchase Agreement (Integrated Electrical Services Inc), Purchase Agreement (Global Telesystems Group Inc), Purchase Agreement (Tyco International LTD)
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter as of the date hereof, hereof and as of the Closing Time referred to in Section 2(c) hereofhereof (in each case, and as of each Date of Delivery (if any) referred to in Section 2(b) hereofa “Representation Date”), and agrees with each Underwriter, as follows:
Appears in 11 contracts
Samples: Underwriting Agreement (Ing Groep Nv), Underwriting Agreement (Ing Groep Nv), Underwriting Agreement (Ing Groep Nv)
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter named in the applicable Terms Agreement, as of the date hereofthereof, as of the Closing Time referred to in Section 2(c(as defined below) hereofand, and if applicable, as of each Date of Delivery (if anyas defined below) referred to (in Section 2(b) hereofeach case, and agrees with each Underwritera "Representation Date"), as follows:
Appears in 8 contracts
Samples: Underwriting Agreement (United States Cellular Corp), United States Cellular Corp, Underwriting Agreement (Cd Radio Inc)
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter Underwriter, as of the date hereof, hereof and as of the Closing Time referred to in Section 2(c) hereof, and as of each Date of Delivery (if any) referred to in Section 2(b) hereof(in each case, and agrees with each Underwritera “Representation Date”), as follows:
Appears in 5 contracts
Samples: Underwriting Agreement (Darden Restaurants Inc), Underwriting Agreement (Darden Restaurants Inc), Underwriting Agreement (Darden Restaurants Inc)
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter as of the date hereof, hereof and as of the Closing Time referred to in Section 2(c) hereof, and as of each Date of Delivery (if any) referred to in Section 2(b) hereof, hereof and agrees with each Underwriter, as follows:
Appears in 5 contracts
Samples: Underwriting Agreement (Vornado Realty Trust), Underwriting Agreement (Vornado Realty Trust), Underwriting Agreement (Vornado Realty Trust)
Representations and Warranties by the Company. The Company represents and warrants to each the Underwriter as of the date hereof, and as of the Closing Time First Delivery Date or Second Delivery Date referred to in Section 2(c) 2 hereof, and as of each Date of Delivery (if any) referred to in Section 2(b) hereofappropriate, and agrees with each the Underwriter, as follows:
Appears in 4 contracts
Samples: Underwriting Agreement (Superior Energy Services Inc), Underwriting Agreement (Callon Petroleum Co), Underwriting Agreement (Superior Energy Services Inc)
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter and the Sub-underwriter as of the date hereof, as of the Closing Time referred to in Section 2(c) hereof, and as of each Date of Delivery (if any) referred to in Section 2(b) hereof, and agrees with each UnderwriterUnderwriter and the Sub-underwriter, as follows:
Appears in 4 contracts
Samples: Purchase Agreement (Angiotech Pharmaceuticals Inc), Purchase Agreement (Aspreva Pharmaceuticals CORP), Purchase Agreement (Gerdau Ameristeel Corp)
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter of the Underwriters and the Trust as of the date hereof, as of the Closing Time referred to in Section 2(c) hereof, and as of each Date of Delivery (if any) referred to in Section 2(b) hereof, and agrees with each Underwriterof the Underwriters and the Trust, as follows:
Appears in 3 contracts
Samples: Purchase Agreement (Anz Exchangeable Preferred Trust), Exchangeable Preferred (Nab Exchangeable Preferred Trust), Def Exchangeable Preferred Trust
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter of the Underwriters as of the date hereof, hereof and as of the Closing Time referred to in Section 2(c) hereof, and as of each Date of Delivery (if any) referred to in Section 2(b) hereof, and agrees with each Underwriter, of the Underwriters as follows:
Appears in 3 contracts
Samples: Underwriting Agreement (Nextlink Communications LLC), Underwriting Agreement (Nextlink Communications Inc / De), Underwriting Agreement (Nextlink Communications Inc / De)
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter as of the date hereof, as of the Closing Time referred to in Section 2(c) hereof, and if any Option Securities are purchased, as of each Date of Delivery (if any) referred to in Section 2(b) hereof, and agrees with each Underwriter, as follows:
Appears in 3 contracts
Samples: Purchase Agreement (Cross Country Inc), Purchase Agreement (Rehabcare Group Inc), Cross Country Inc
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter the Underwriters as of the date hereof, as of the Closing Time referred to in Section 2(c) hereofand, and if applicable, as of each Date of Delivery (if anyas defined below) referred to (in Section 2(b) hereofeach case, and agrees with each Underwritera "Representation Date"), as follows:
Appears in 2 contracts
Samples: Affiliated Managers Group Inc, Ace LTD
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter as of the date hereof, as of the Closing Time referred to in Section 2(c) hereof, and and, if any Option Securities are purchased, as of each Date of Delivery (if any) referred to in Section 2(b) hereof, and agrees with each Underwriter, as follows:
Appears in 2 contracts
Samples: Purchase Agreement (Pepco Holdings Inc), Pepco Holdings Inc
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter and each Selling Shareholder as of the date hereof, as of the Closing Time referred to in Section 2(c) hereof, and as of each Date of Delivery (if any) referred to in Section 2(b) hereof, and agrees with each UnderwriterUnderwriter and each Selling Shareholder, as follows:
Appears in 2 contracts
Samples: Underwriting Agreement (Talmer Bancorp, Inc.), Purchase Agreement (Westpoint Stevens Inc)
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter as of the date hereof, as of the Closing Time referred to in Section 2(c) hereof, and as of each Date of Delivery (if any) referred to in Section 2(b) hereof, and agrees with each Underwriter, as follows:
Appears in 2 contracts
Samples: Purchase Agreement (Odyssey Healthcare Inc), Jato Communications Corp
Representations and Warranties by the Company. || The Company represents and warrants to each Underwriter as of the date hereof, as of the Closing Time referred to in Section 2(c) hereof, and as of each Date of Delivery (if any) referred to in Section 2(b) hereof, and agrees agree with each Underwriter, as follows:
Appears in 1 contract
Samples: Purchase Agreement (Titan Corp)
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter as of the date hereof, hereof and as of the Closing Time referred to in Section 2(c(as defined below) hereof, and as of each Date of Delivery (if any) referred to in Section 2(b) hereof, and agrees with each Underwriter, as follows:
Appears in 1 contract
Samples: Exhibit 1 (Circus Finance Ii)
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter Underwriter, as of the date hereof, hereof and as of the Closing Time referred to in Section 2(c) hereof, and as of each Date of Delivery (if any) referred to in Section 2(b) hereof(in each case, and agrees with each Underwritera “Representation Date”), as follows:: Table of Contents
Appears in 1 contract
Representations and Warranties by the Company. The Company represents and warrants warrAnts to each Underwriter as of the date hereof, hereof and as of the Closing Time referred to in Section 2(c) hereof, and as of each Date of Delivery (if any) referred to in Section 2(b) hereof, and agrees with each Underwriter, as follows:
Appears in 1 contract
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter as of the date hereof, as of the Closing Time referred to in Section 2(c) hereof, and if any Option Securities are purchased, as of each Date of Delivery (if any) referred to in Section 2(b) hereof, and agrees with each Underwriter, as follows:
Appears in 1 contract
Samples: Specialty Laboratories
Representations and Warranties by the Company. The Company represents and warrants to each U.S. Underwriter as of the date hereof, as of the Closing Time referred to in Section 2(c) hereof, and as of each Date of Delivery (if any) referred to in Section 2(b) hereof, and and, to the extent any agreements are set forth below, agrees with each U.S. Underwriter, as follows:
Appears in 1 contract
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter the several Underwriters as of the date hereof, and as of the Closing Time First Delivery Date or Second Delivery Date referred to in Section 2(c) 2 hereof, and as of each Date of Delivery (if any) referred to in Section 2(b) hereofappropriate, and agrees with each Underwriterthe several Underwriters, as follows:
Appears in 1 contract
Samples: Underwriting Agreement (Superior Energy Services Inc)
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter and Selling Shareholder as of the date hereof, as of the Closing Time referred to in Section 2(c) hereof, and as of each Date of Delivery (if any) referred to in Section 2(b) hereof, and agrees with each UnderwriterUnderwriter and Selling Shareholder, as follows:
Appears in 1 contract
Samples: Underwriting Agreement (James River Group Holdings, Ltd.)
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter as of the date hereof, as of the Closing Time referred to in Section 2(c2(b) hereof, and as of each Date of Delivery (if any) referred to in Section 2(b) hereof, and agrees with each Underwriter, as follows:
Appears in 1 contract
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter Underwriter, as of the date hereof, hereof and as of the Closing Time referred to in Section 2(c) hereof, and (as of each Date of Delivery (if any) referred to in Section 2(b) hereof, and agrees with each Underwriterdefined below), as follows:
Appears in 1 contract
Samples: Synovus Financial Corp
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter Underwriter, as of the date hereof, hereof and as of the Closing Time referred to in Section 2(c(as defined herein) hereof, and as of each Date of Delivery (if any) referred to in Section 2(b) hereof, and agrees with each Underwriteras defined herein), as follows:
Appears in 1 contract
Representations and Warranties by the Company. The Company represents and warrants to each the Underwriter as of the date hereof, hereof and as of the Closing Time referred to in Section 2(c2(b) hereof, and if any Option Securities are purchased, as of each Date of Delivery (if any) referred to in Section 2(b) hereof, and agrees with each the Underwriter, as follows:
Appears in 1 contract
Samples: Underwriting Agreement (Cross Country Healthcare Inc)
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter the Underwriter, as of the date hereof, as of the Closing Time referred to in Section 2(c(as defined below) hereofand, and if applicable, as of each Date of Delivery (if anyas defined below) referred to (in Section 2(b) hereofeach case, and agrees with each Underwritera "Representation Date"), as follows:
Appears in 1 contract
Samples: Underwriting Agreement (Avaya Inc)
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter as of the date hereof, as of the Closing Time referred to in Section 2(c) hereof, hereof and as of each Date of Delivery (if any) referred to in Section 2(b) hereofClosing Date, and agrees with each Underwriter, as follows:
Appears in 1 contract
Samples: Underwriting Agreement (Midcoast Energy Resources Inc)
Representations and Warranties by the Company. The Company represents and warrants to each the Underwriter as of the date hereof, and as of the Closing Time Delivery Date referred to in Section 2(c) hereof, and as of each Date of Delivery (if any) referred to in Section 2(b) 2 hereof, and agrees with each the Underwriter, as follows:
Appears in 1 contract
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter and the Sub-underwriters as of the date hereof, as of the Closing Time referred to in Section 2(c) hereof, and as of each Date of Delivery (if any) referred to in Section 2(b) hereof, and agrees with each UnderwriterUnderwriter and the Sub-underwriters, as follows:
Appears in 1 contract
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter [Lead Underwriter], as of the date hereof, and to each Underwriter named in the applicable Terms Agreement, as of the date thereof, and as of the Closing Time referred to (as defined below) (in Section 2(c) hereofeach case, and as of each Date of Delivery (if any) referred to in Section 2(b) hereof, and agrees with each Underwritera "Representation Date"), as follows:
Appears in 1 contract
Samples: Underwriting Agreement and Terms Agreement (Kellwood Co)
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter and each Forward Purchaser as of the date hereof, as of the Closing Time referred to in Section 2(c) hereof, and as of each Date of Delivery (if any) referred to in Section 2(b) hereof, and agrees with each UnderwriterUnderwriter and each Forward Purchaser, as follows:
Appears in 1 contract
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter as of the date hereof, as of the Closing Time referred to in Section 2(c) hereof, and as of each Date of Delivery (if any) referred to in Section 2(b) ), hereof, and agrees with each Underwriter, as follows:
Appears in 1 contract
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter as of the date hereof, and as of the Closing Time referred to in Section 2(c) hereof, and as of each Delivery Date of Delivery (if any) referred to in Section 2(b) hereof, and agrees with each Underwriter, as follows:
Appears in 1 contract
Samples: Global Industries LTD
Representations and Warranties by the Company. The Company represents and warrants to each Underwriter as of the date hereof, hereof and as of the Closing Time referred to in Section 2(c) hereof, and as of each Date of Delivery (if any) referred to in Section 2(b2(a) hereof, and agrees with each Underwriter, as follows:
Appears in 1 contract
Samples: Realty Income Corp
