Accuracy of the Company’s Representations and Warranties. Each of the representations and warranties of the Company shall be true and correct in all material respects as of the date when made as though made at that time except for representations and warranties that are expressly made as of a particular date.
Appears in 31 contracts
Samples: Common Stock Purchase Agreement (Acadia Pharmaceuticals Inc), Common Stock Purchase Agreement (Biosante Pharmaceuticals Inc), Common Stock Purchase Agreement (Oxigene Inc)
Accuracy of the Company’s Representations and Warranties. Each of the representations and warranties of the Company shall be true and correct in all material respects as of the date when made and as of the Initial Closing as though made at that time (except for representations and warranties that are expressly made speak as of a particular date, which shall be true and correct in all material respects as of such date).
Appears in 30 contracts
Samples: Securities Purchase Agreement (Chron Organization, Inc.), Securities Purchase Agreement (Pura Naturals, Inc.), Securities Purchase Agreement (Cool Technologies, Inc.)
Accuracy of the Company’s Representations and Warranties. Each of the representations and warranties of the Company shall be true and correct in all material respects as of the date when made and as of the Closing as though made at that time (except for representations and warranties that are expressly made speak as of a particular date).
Appears in 24 contracts
Samples: Common Stock Purchase Agreement (Meta Materials Inc.), Stock Purchase Agreement (CQENS Technologies Inc.), Stock Purchase Agreement (CQENS Technologies Inc.)
Accuracy of the Company’s Representations and Warranties. Each Except for representations and warranties that are expressly made as of a particular date, each of the representations and warranties of the Company shall be true and correct in all material respects as of the date when made and as of each Draw Down Exercise Date and as of each Settlement Date, as though made at that time except for representations and warranties that are expressly made as of a particular datetime.
Appears in 20 contracts
Samples: Share Purchase Agreement (Zhibao Technology Inc.), Share Purchase Agreement (TurnOnGreen, Inc.), Share Purchase Agreement (Highest Performances Holdings Inc.)
Accuracy of the Company’s Representations and Warranties. Each of the The representations and warranties of the Company shall be true and correct in all material respects as of the Execution Date and as of the date when made as though made at that time of each Closing (except for representations and warranties that are expressly specifically made as of a particular date).
Appears in 7 contracts
Samples: Purchase Agreement (Adial Pharmaceuticals, Inc.), Securities Purchase Agreement (NextTrip, Inc.), Securities Purchase Agreement (Ocean Power Technologies, Inc.)
Accuracy of the Company’s Representations and Warranties. Each of the representations and warranties of the Company shall be true and correct in all material respects as of the date when made as though made at that time time, except for representations and warranties that are expressly made as of a particular date.
Appears in 6 contracts
Samples: Common Stock Purchase Agreement (Top Ships Inc.), Common Stock Purchase Agreement (Sovereign Holdings Inc.), Common Stock Purchase Agreement (Aksys LTD)
Accuracy of the Company’s Representations and Warranties. Each of the The -------------------------------------------------------- representations and warranties of the Company shall be true and correct in all material respects as of the date when made and as of the Closing Date as though made at that time (except for representations and warranties that are expressly made speak as of a particular date).
Appears in 5 contracts
Samples: Preferred Stock Investment Agreement (Roberts Pharmaceutical Corp), Preferred Stock Investment Agreement (Casmyn Corp), Preferred Stock Investment Agreement (PHP Healthcare Corp)
Accuracy of the Company’s Representations and Warranties. Each of the The representations and warranties of the Company shall be true and correct in all material respects as of the date when made each Representation Date (including such Issuance Date and Settlement Date), as though made at that time such time, except for representations and warranties that are expressly made as of a particular datemay be disclosed in the Prospectus on or before the applicable Representation Date.
Appears in 5 contracts
Samples: Equity Distribution Agreement (Southwest Gas Holdings, Inc.), Sales Agency Agreement (Southwest Gas Holdings, Inc.), Sales Agency Agreement (Southwest Gas Holdings, Inc.)
Accuracy of the Company’s Representations and Warranties. Each of the The representations and warranties of the Company contained herein shall be true and correct in all material respects as of the date when made and as of the Closing Date as though made at that time (except for that representations and warranties that are expressly made as of a particular specific date need be true in all material respects only as of such date.);
Appears in 4 contracts
Samples: Convertible Debenture and Warrant Purchase Agreement (Empyrean Bioscience Inc), Common Stock Purchase Agreement (Racom Systems Inc), Common Stock Purchase Agreement (Cecs Corp)
Accuracy of the Company’s Representations and Warranties. Each of the representations and warranties of the Company shall be true and correct in all material respects as of the date when made as though made at that time each Settlement Date (except for representations and warranties that are expressly made speak as of a particular date, which shall be true and correct in all material respects as of such date).
Appears in 4 contracts
Samples: Securities Purchase Agreement (Titan Iron Ore Corp.), Securities Purchase Agreement (Titan Iron Ore Corp.), Securities Purchase Agreement (Greenfield Farms Food, Inc.)
Accuracy of the Company’s Representations and Warranties. Each of the The representations and warranties of the Company that are not qualified by materiality or material adverse effect shall be true and correct in all material respects and the representations and warranties that are qualified by materiality or Material Adverse Effect shall be true and correct in all respects, in each case as of the date when made and as of the Closing Date as though made at that time (except for representations and warranties that are expressly made as of a particular an earlier date, which shall be true and correct as of such date).
Appears in 4 contracts
Samples: Purchase Agreement (Flight Safety Technologies Inc), Purchase Agreement (Flight Safety Technologies Inc), Purchase Agreement (Flight Safety Technologies Inc)
Accuracy of the Company’s Representations and Warranties. Each All of the representations and warranties of the Company set forth herein shall be true and correct in all material respects as of the date when made and as of the Closing Date as though made at that time time, except for representations and warranties that are expressly made as of a particular date, which need be true and correct in all material respects only as of such date.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Strata Capital Corp), Securities Purchase Agreement (Kleangas Energy Technologies, Inc.), Securities Purchase Agreement (Eyes on the Go, Inc.)
Accuracy of the Company’s Representations and Warranties. Each of the representations and warranties of the Company shall be true and correct in all material respects as of the date when made and shall be true and correct in all material respects as of the Closing, as though made at that time except for representations and warranties that are expressly made as of a particular datetime.
Appears in 3 contracts
Samples: Subscription and Registration Rights Agreement (Biocancell Therapeutics Inc.), Subscription and Registration Rights Agreement (Biocancell Therapeutics Inc.), Subscription and Registration Rights Agreement (Biocancell Therapeutics Inc.)
Accuracy of the Company’s Representations and Warranties. Each of the The representations and warranties of the Company shall be true and correct in all material respects as of the date when made as though made at that time (except for representations and warranties that are expressly made speak as of a particular specific date).
Appears in 3 contracts
Samples: Standby Equity Distribution Agreement (Bioheart, Inc.), Standby Equity Distribution Agreement (Entremed Inc), Standby Equity Distribution Agreement (Jag Media Holdings Inc)
Accuracy of the Company’s Representations and Warranties. Each of the The representations and warranties of the Company shall be true and correct in all material respects as of the date when made each Representation Date as though made at that time such time, except for representations and warranties that are expressly made as of a particular datemay be disclosed in the Prospectus on or before the applicable Representation Date.
Appears in 3 contracts
Samples: Sales Agency Agreement (Avista Corp), Sales Agency Agreement (Avista Corp), Sales Agency Agreement (Avista Corp)
Accuracy of the Company’s Representations and Warranties. Each of the The representations and warranties of the Company shall be true and correct in all material respects as of the date when made and as of the Closing Date as though made at that time (except for representations and warranties that are expressly made effective as of a particular particular, specified date).
Appears in 3 contracts
Samples: Stock Purchase Agreement (Medical International Technology Inc), Stock Purchase Agreement (Medical International Technology Inc), Note Purchase Agreement (Aimrite Holdings Corp)
Accuracy of the Company’s Representations and Warranties. Each All of the representations and warranties of the Company set forth herein shall be true and correct in all material respects as of the date when made and as of the Closing Time, as though made at that time time, except for representations and warranties that are expressly made as of a particular date, which need be true and correct in all material respects only as of such date.
Appears in 3 contracts
Samples: Share Purchase Agreement (Pinecrest Investment Group Inc), Share Purchase Agreement (Pinecrest Investment Group Inc), Share Purchase Agreement (Milwaukee Iron Arena Football, Inc)
Accuracy of the Company’s Representations and Warranties. Each of the The representations and warranties of the Company shall be true and correct in all material respects as of the date when made each Representation Date (including such Issuance Date and Settlement Date) as though made at that time such time, except for representations and warranties that are expressly made as of a particular datemay be disclosed in the Prospectus on or before the applicable Representation Date.
Appears in 3 contracts
Samples: Sales Agency Agreement (Idaho Power Co), Sales Agency Agreement (Idacorp Inc), Sales Agency Agreement (Idacorp Inc)
Accuracy of the Company’s Representations and Warranties. Each of the The representations and warranties of the Company shall be true and correct in all material respects as of the date when made each Representation Date as though made at that time except for representations and warranties that are expressly made as of a particular datesuch time.
Appears in 2 contracts
Samples: Sales Agency Financing Agreement (Mdu Resources Group Inc), Sales Agency Financing Agreement (Mdu Resources Group Inc)
Accuracy of the Company’s Representations and Warranties. Each of the representations and warranties of the Company shall be true and correct in all material respects as of the date when made and as of the Closing Date as though made at that time time, except for representations and warranties that are expressly made as of a particular date, which shall be true and correct in all respects as of such date.
Appears in 2 contracts
Samples: Series a Preferred Stock Purchase Agreement (Point Capital, Inc.), Series a Convertible Preferred Stock Purchase Agreement (Options Media Group Holdings, Inc.)
Accuracy of the Company’s Representations and Warranties. Each of the representations and warranties of the Company shall be true and correct in all material respects as of the date when made and as of the Closing Date as though made at that time except for representations and warranties that are expressly made as of a particular datetime.
Appears in 2 contracts
Samples: Common Stock Purchase Agreement (Cv Therapeutics Inc), Common Stock Purchase Agreement (Nektar Therapeutics)
Accuracy of the Company’s Representations and Warranties. Each of the The representations and warranties of the Company Company, as set forth in this Agreement, without taking into account any materiality qualifications therein, shall be true and correct in all material respects as of the date when made each Condition Precedent Date as though made at that each such time (except for representations and warranties that are expressly made as of a particular specific date).
Appears in 2 contracts
Samples: Common Stock Underwriting Agreement (Axonyx Inc), Common Stock Purchase Agreement (Centura Software Corp)
Accuracy of the Company’s Representations and Warranties. Each of the The representations and warranties of the Company shall be true and correct in all material respects as of the date when made as though made at that time (except for representations and warranties that are expressly made speak as of a particular specific date), as such may be modified by any disclosure schedule delivered by the Company to the Investor on or prior to the applicable Condition Satisfaction Date.
Appears in 2 contracts
Samples: Standby Equity Distribution Agreement (Supertel Hospitality Inc), Standby Equity Distribution Agreement (Rxi Pharmaceuticals Corp)
Accuracy of the Company’s Representations and Warranties. Each of the representations and warranties of the Company contained herein shall be true and correct in all respects (in the case of any representation or warranty containing a materiality or Material Adverse Effect qualification) or in all material respects (in the case of any representation or warranty not containing a materiality or Material Adverse Effect qualification) at the Closing Date as if made on and as of the such date when made as though made at that time (except for representations and warranties that are expressly made speak as of a particular specific date which shall be true and correct as of such specified date).
Appears in 2 contracts
Samples: Senior Secured Note and Warrant Purchase Agreement (Tri Valley Corp), Senior Secured Note and Warrant Purchase Agreement (Tri Valley Corp)
Accuracy of the Company’s Representations and Warranties. Each of the The -------------------------------------------------------- representations and warranties of the Company contained herein shall be true and correct in all material respects as of the date when made and as of the Closing Date as though made at that time (except for that representations and warranties that are expressly made as of a particular specific date need be true in all material respects only as of such date.);
Appears in 2 contracts
Samples: Common Stock Purchase Agreement (Racom Systems Inc), Common Stock Purchase Agreement (Wolfpack Corp)
Accuracy of the Company’s Representations and Warranties. Each of the The representations and warranties of the Company shall be true and correct in all material respects as of the date when made each Representation Date as though made at that time such time, except for representations and warranties that are expressly made as of a particular datemay be disclosed in the Prospectus on or before the applicable Representation Date.
Appears in 2 contracts
Samples: Sales Agency Agreement (Avista Corp), Sales Agency Agreement (Idacorp Inc)
Accuracy of the Company’s Representations and Warranties. Each of the The representations and warranties of the Company shall be true and correct in all material respects as of the date when made and as of the applicable Draw Down Date as though made at that such time (except for representations and warranties that are expressly specifically made as of a particular datedate which shall be true and correct in all material respects as of the date when made).
Appears in 2 contracts
Samples: Equity Line Financing Agreement (Biopure Corp), Equity Line Financing Agreement (Computer Motion Inc)
Accuracy of the Company’s Representations and Warranties. Each of the The -------------------------------------------------------- representations and warranties of the Company shall be true and correct in all material respects as of the date when made of each Settlement as though made at that time time, except for representations and warranties that are expressly made speak as of a particular date.
Appears in 1 contract
Samples: Letter Agreement (Us Concrete Inc)
Accuracy of the Company’s Representations and Warranties. Each of the representations and warranties of the Company shall be true and correct in all material respects as of the date when made and as of the Execution Date as though made at that time (except for representations and warranties that are expressly made speak as of a particular date, which shall be true and correct in all material respects as of such date).
Appears in 1 contract
Samples: Securities Purchase Agreement (Vicor Technologies, Inc.)
Accuracy of the Company’s Representations and Warranties. Each of the The representations and warranties of the Company shall be true and correct in all material respects as of the date when made and as of the Closing Date as though made at that time time, except for representations and warranties that are expressly made as of a particular date, which shall be true and correct in all material respects as of such date.
Appears in 1 contract
Samples: Securities Purchase Agreement (Empire Financial Holding Co)
Accuracy of the Company’s Representations and Warranties. Each of the The representations and warranties of the Company shall be true and correct in all material respects as of the date when made and as of the Standby Closing Date as though made at that time (except for representations and warranties that are expressly made as of a particular an earlier date, which shall be true and correct in all material respects as of such date).
Appears in 1 contract
Accuracy of the Company’s Representations and Warranties. Each of the representations and warranties every representation and warranty of the Company shall be true and correct in all material respects (other than representations and warranties qualified by materiality, which shall be true and correct in all respects) as of the date when made and as of the applicable Condition Satisfaction Date as though originally made at that time (except for representations and warranties that are expressly made speak only as of a particular datespecific date or time, which shall be true and correct as of such specific date or time).
Appears in 1 contract
Samples: Standby Equity Purchase Agreement (Baijiayun Group LTD)
Accuracy of the Company’s Representations and Warranties. Each of the representations and warranties of the Company shall be true and correct in all material respects as of the date when made and as of the Closing Date as though made at that time time, except for representations and warranties that are expressly made as of a particular date, which shall be true and correct in all material respects as of such date.
Appears in 1 contract
Samples: Series B Convertible Preferred Stock Purchase Agreement (Satcon Technology Corp)
Accuracy of the Company’s Representations and Warranties. Each of the representations and warranties of the Company shall be true and correct in all material respects as of the date when made and as of the Closing as though made at that time (except for representations and warranties that are expressly made speak as of a particular date), and the Purchasers shall have received a certificate from the Company to that effect.
Appears in 1 contract
Samples: Securities Purchase Agreement (Pacific Aerospace & Electronics Inc)
Accuracy of the Company’s Representations and Warranties. Each of the representations and warranties of the Company shall be true and correct in all material respects as of the date when made Effective Date and as of each Settlement Date as though made at that time (except for representations and warranties that are expressly made speak as of a particular date, which shall be true and correct in all material respects as of such date).
Appears in 1 contract
Accuracy of the Company’s Representations and Warranties. Each Except for representations and warranties that are expressly made as of a particular date, each of the representations and warranties of the Company shall be true and correct in all material respects as of the date when made and as of the Settlement Date, as though made at that time except for representations and warranties that are expressly made as of a particular datetime, including, without limitation, under Section 3.1(h) hereof.
Appears in 1 contract
Samples: Private Placement Purchase Agreement (Cyclone Power Technologies Inc)
Accuracy of the Company’s Representations and Warranties. Each of the The representations and warranties of the Company shall be true and correct as of the date when made and as of the Exchange Date as though made at that time (except for representations and warranties expressly as of an earlier date, which shall be true and correct in all material respects as of the date when made as though made at that time except for representations and warranties that are expressly made as of a particular such date).
Appears in 1 contract
Accuracy of the Company’s Representations and Warranties. Each of the representations and warranties of the Company shall be true and correct in all material respects as of the date when made and as of the closing as though made at that time (except for representations and warranties that are expressly made speak as of a particular date).
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Metropolitan Health Networks Inc)
Accuracy of the Company’s Representations and Warranties. Each of the representations The representation and warranties of the Company shall be true and correct in all material respects as of the date when made and as of the Closing Date as though made at that time (except for representations and warranties that are expressly made speak as of a particular date which shall be true and correct in all material respects as of such other date), and except that all representations and warranties that by their terms are qualified by reference to “materiality” or to a “Material Adverse Effect” shall be, or have been, true and correct in all respects.
Appears in 1 contract
Accuracy of the Company’s Representations and Warranties. Each of the The representations and warranties of the Company which are qualified by materiality shall be true and current in all respects and the representations and warranties which are not so qualified shall be true and correct in all material respects in each case, as of each Condition Satisfaction Date and as of the date when made as though made at that time except for representations and warranties that are expressly made as of a particular datehereof.
Appears in 1 contract
Samples: Standby Equity Distribution Agreement (Lotus Pharmaceuticals, Inc.)
