Common use of Bring Down of Representations and Warranties Clause in Contracts

Bring Down of Representations and Warranties. All legal and factual representations and warranties made by the Investor to the Company in any prior agreements pursuant to which the shares of Preferred Stock were originally issued are accurate and complete in all material respects as of the date hereof, unless as of a specific date therein in which case they shall be accurate as of such date (or, to the extent representations or warranties are qualified by materiality or Material Adverse Effect (as defined in such agreements), in all respects). ​

Appears in 2 contracts

Samples: Exchange Agreement (DarioHealth Corp.), Exchange Agreement (DarioHealth Corp.)

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Bring Down of Representations and Warranties. All legal and factual representations and warranties made by the Investor Company to the Company Stockholder in any prior agreements pursuant to which the shares of Series A Preferred Stock were was originally issued are accurate and complete in all material respects as of the date hereof, unless as of a specific date therein in which case they shall be accurate as of such date (or, to the extent representations or warranties are qualified by materiality or Material Adverse Effect (as defined in such agreements), in all respects). ​.

Appears in 2 contracts

Samples: Exchange Agreement (DeCicco Richard J), Exchange Agreement (Iconic Brands, Inc.)

Bring Down of Representations and Warranties. All legal and factual representations and warranties made by the Investor Company to the Company Investor in any prior agreements pursuant to which the shares of Preferred Stock were originally issued are accurate and complete in all material respects as of the date hereof, unless as of a specific date therein in which case they shall be accurate as of such date (or, to the extent representations or warranties are qualified by materiality or Material Adverse Effect (as defined in such agreements), in all respects). ​

Appears in 2 contracts

Samples: Exchange Agreement (DarioHealth Corp.), Exchange Agreement (DarioHealth Corp.)

Bring Down of Representations and Warranties. All legal and factual representations and warranties made by the Investor Stockholder to the Company in any prior agreements pursuant to which the shares of Series A Preferred Stock were was originally issued are accurate and complete in all material respects as of the date hereof, unless as of a specific date therein in which case they shall be accurate as of such date (or, to the extent representations or warranties are qualified by materiality or Material Adverse Effect (as defined in such agreements), in all respects). ​.

Appears in 2 contracts

Samples: Exchange Agreement (Iconic Brands, Inc.), Exchange Agreement (DeCicco Richard J)

Bring Down of Representations and Warranties. All legal and factual representations and warranties made by the Investor Company to the Company Holders in any prior agreements pursuant to which the shares of Preferred Stock were originally issued are accurate and complete in all material respects as of the date hereof, unless as of a specific date therein in which case they shall be accurate as of such date (or, to the extent representations or warranties are qualified by materiality or Material Adverse Effect (as defined in such agreements), in all respects). ​

Appears in 1 contract

Samples: Exchange Agreement (Inspyr Therapeutics, Inc.)

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Bring Down of Representations and Warranties. All legal and factual representations and warranties made by the Investor to the Company in any prior agreements pursuant to which the shares of Preferred Stock were originally issued are accurate and complete in all material respects as of the date hereof, unless as of a specific date therein in which case they shall be accurate as of such date (or, to the extent representations or warranties are qualified by materiality or Material Adverse Effect (as defined in such agreements), in all respects). ​.

Appears in 1 contract

Samples: Agreement (DarioHealth Corp.)

Bring Down of Representations and Warranties. All legal and factual representations and warranties made by the Investor Company to the Company Investor in any prior agreements pursuant to which the shares of Preferred Stock were originally issued are accurate and complete in all material respects as of the date hereof, unless as of a specific date therein in which case they shall be accurate as of such date (or, to the extent representations or warranties are qualified by materiality or Material Adverse Effect (as defined in such agreements), in all respects). ​.

Appears in 1 contract

Samples: Agreement (DarioHealth Corp.)

Bring Down of Representations and Warranties. All legal and factual representations and warranties made by the Investor Company to the Company Investor in any prior agreements pursuant to which the shares of Series B Preferred Stock were originally issued are accurate and complete in all material respects as of the date hereof, unless as of a specific date therein in which case they shall be accurate as of such date (or, to the extent representations or warranties are qualified by materiality or Material Adverse Effect (as defined in such agreements), in all respects). ​.

Appears in 1 contract

Samples: Exchange Agreement (Uppercut Brands, Inc.)

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