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 Company to the Stockholder in any prior agreements pursuant to which the Series A Preferred Stock 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)

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Bring Down of Representations and Warranties. All legal and factual representations and warranties made by the Company to the Stockholder Investor in any prior agreements pursuant to which the Series A shares of Preferred Stock was 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 Company Investor to the Stockholder Company in any prior agreements pursuant to which the Series A shares of Preferred Stock was 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 Company Stockholder to the Stockholder Company in any prior agreements pursuant to which the Series A Preferred Stock 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 Company Investor to the Stockholder Company in any prior agreements pursuant to which the Series A shares of Preferred Stock was 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: Stock Conversion Agreement (DarioHealth Corp.)

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Bring Down of Representations and Warranties. All legal and factual representations and warranties made by the Company to the Stockholder Investor in any prior agreements pursuant to which the Series A shares of Preferred Stock was 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: Stock Conversion Agreement (DarioHealth Corp.)

Bring Down of Representations and Warranties. All legal and factual representations and warranties made by the Company to the Stockholder Investor in any prior agreements pursuant to which the shares of Series A B Preferred Stock was 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.)

Bring Down of Representations and Warranties. All legal and factual representations and warranties made by the Company to the Stockholder Holders in any prior agreements pursuant to which the Series A Preferred Stock was 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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