Xxxx Representations and Warranties. 1.01 Xxxx represents and warrants that it is authorized to enter into this Agreement and shall be bound by the terms hereof, and that each Provider (i) has authorized Xxxx to execute this Agreement on its behalf, and (ii) is and will be bound to the Producer by the terms of this Agreement as if it was a signatory hereto.
Xxxx Representations and Warranties. LUK makes the following representations and warranties to the Company, each and all of which shall survive the execution and delivery of this Agreement and the Closing hereunder:
Xxxx Representations and Warranties. XXXX represents and warrants to the Investor that (provided that no representation or warranty by XXXX shall apply to any statement or information in the SEC Reports (as defined below) that relates to topics referenced in the Statement (as defined below) or any other accounting matters with respect to XXXX’s securities or expenses or other initial public offering related matters, nor shall any correction, amendment or restatement of XXXX’s filings or financial statements arising from or relating to the Statement or any other accounting matters, nor any other effects that relate to or arise out of, or are in connection with or in response to, any of the foregoing or any changes in accounting or disclosure related thereto, be deemed to be material for purposes of this Subscription Agreement or be deemed to be a breach of any representation or warranty by XXXX or a Material Adverse Effect):
Xxxx Representations and Warranties. XXXX represents and warrants to Sears that:
Xxxx Representations and Warranties. Xxxx, as of the date hereof, represents and warrants as follows:
Xxxx Representations and Warranties. Xxxx hereby represents, warrants, covenants and agrees that he: (i) owns or controls one hundred percent (100%) of the Xxxx Securities terminated by this Agreement and his respective Claims released by this Agreement and no other person or entity owns any interest therein, whether by assignment, subrogation or otherwise, (ii) Xxxx has not in any way assigned, conveyed or otherwise transferred to any person or entity any interest in the Xxxx Securities terminated by this Agreement or his respective Claims released by this Agreement, (iii) with the exception of the Xxxx Securities and 340,000 shares of Common Stock represented by stock certificate no. 1039 that are held in the name of Crescent Hill Capital, Corp., Xxxx does not own or control, directly or indirectly, any shares of Common Stock, or securities convertible or exercisable into shares of Common Stock, (iv) Xxxx presently possesses the exclusive right to receive the Shares to be issued hereunder, and (v) Xxxx has the power and authority to enter into and perform this Agreement.
Xxxx Representations and Warranties. West represents and warrants that as of the Effective Date: West holds all necessary permits, approvals, consents and licenses necessary to enable the performance of the manufacturing services at the Facility; the Facility is, and will remain during the Term of this Agreement, in compliance with Applicable Laws; and, the Product and the use of West’s intellectual property to manufacture the Product under this Agreement will not infringe the intellectual property rights of any third party and West will promptly notify Customer in writing should it become aware of any claims asserting such infringement; provided, however, that the parties acknowledge and agree that certain registration activities will need to occur following the regulatory approval for the commercial sale of the Combination Product in the U.S. (i.e., the addition of the approved Combination Product to West’s licenses).
Xxxx Representations and Warranties. 10.1 Xxxx represents and warrants to iCeutica as of the Effective Date that:
Xxxx Representations and Warranties. Xxxx makes the following representations and warranties to Toreador as of the date hereof:
Xxxx Representations and Warranties. XXXX represents and warrants to Purchaser that as of the date hereof, at all times during which this Agreement is in effect and as of the Closing:
