Common use of Confirmation of Company Representations and Warranties Clause in Contracts

Confirmation of Company Representations and Warranties. Such Selling Stockholder has no reason to believe that the representations and warranties of the Company contained in Section 1(A) hereof are not true and correct, is familiar with the Registration Statement and the Prospectus and has no knowledge of any material fact, condition or information not disclosed in the Registration Statement or the Prospectus which has had or may have a Material Adverse Effect and is not prompted to sell shares of Common Stock by any information concerning the Company which is not set forth in the Registration Statement and the Prospectus. Any certificate signed by or on behalf of any Selling Stockholder and delivered to the Representatives or to counsel for the Underwriters shall be deemed to be a representation and warranty by such Selling Stockholder to each Underwriter as to the matters covered thereby.

Appears in 3 contracts

Samples: Underwriting Agreement (Hybrid Networks Inc), Custody Agreement (Dycom Industries Inc), Underwriting Agreement (Franchise Mortgage Acceptance Co)

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Confirmation of Company Representations and Warranties. Such Selling Stockholder has no reason to believe that the representations and warranties of the Company contained in Section 1(A) hereof are not true and correct, is familiar with the Registration Statement and the Prospectus and has no knowledge of any material fact, condition or information not disclosed in the Registration Statement or the Prospectus which has had or may have a Material Adverse Effect and is not prompted to sell shares of Common Stock by any information concerning the Company which is not set forth in the Registration Statement and the Prospectus. Any certificate signed by or on behalf of any Selling Stockholder and delivered to the Representatives Underwriters or to counsel for the Underwriters shall be deemed to be a representation and warranty by such Selling Stockholder to each Underwriter as to the matters covered thereby.

Appears in 3 contracts

Samples: Underwriting Agreement (Carey International Inc), Alphanet Solutions Inc, Alphanet Solutions Inc

Confirmation of Company Representations and Warranties. Such Selling Stockholder has no reason to believe that the representations and warranties of the Company contained in Section 1(A) hereof are not true and correct, is familiar with the Registration Statement and the Prospectus and has no knowledge of any material fact, condition or information not disclosed in the Registration Statement or the Prospectus which has had or may have a Material Adverse Effect and is not prompted to sell shares of Common Stock by any information concerning the Company which is not set forth in the Registration Statement and the Prospectus. Any certificate signed by or on behalf of any Selling Stockholder and delivered to the Representatives Representative or to counsel for the Underwriters shall be deemed to be a representation and warranty by such Selling Stockholder to each Underwriter as to the matters covered thereby.

Appears in 2 contracts

Samples: Underwriting Agreement (Petroleum Development Corp), Underwriting Agreement (Petroleum Development Corp)

Confirmation of Company Representations and Warranties. Such Selling Stockholder has no reason to believe that the representations and warranties of the Company contained in Section 1(A) 1A hereof are not true and correct, is familiar with the Registration Statement and the Prospectus and has no knowledge of any material fact, condition or information not disclosed in the Registration Statement or the Prospectus which has had or may have a Material Adverse Effect and is not prompted to sell shares of Common Stock by any information concerning the Company which is not set forth in the Registration Statement and the Prospectus. Any certificate signed by or on behalf of any Selling Stockholder and delivered to the Representatives or to counsel for the Underwriters shall be deemed to be a representation and warranty by such Selling Stockholder to each Underwriter as to the matters covered thereby.

Appears in 2 contracts

Samples: Underwriting Agreement (MKS Instruments Inc), Underwriting Agreement (MKS Instruments Inc)

Confirmation of Company Representations and Warranties. Such Selling Stockholder Stockholder, if a Significant Selling Stockholder, has no reason to believe that the representations and warranties of the Company contained in Section 1(A) hereof are not true and correct. Each Selling Stockholder, is familiar with the Registration Statement and the Prospectus and whether or not a Significant Selling Stockholder, has no knowledge of any material fact, condition or information not disclosed in the Registration Statement or the Prospectus which has had or may have a Material Adverse Effect and is not prompted to sell shares of Common Stock by any information concerning the Company which is not set forth in the Registration Statement and the Prospectus. Any certificate signed by or on behalf of any Selling Stockholder and delivered to the Representatives Underwriters or to counsel for the Underwriters shall be deemed to be a representation and warranty by such Selling Stockholder to each Underwriter as to the matters covered thereby.

Appears in 1 contract

Samples: Custody Agreement (Garden Fresh Restaurant Corp /De/)

Confirmation of Company Representations and Warranties. Such Selling Stockholder Shareholder has no reason to believe that the representations and warranties of the Company contained in Section 1(A) hereof are not true and correct, is familiar with the Registration Statement and the Prospectus and has no knowledge of any material fact, condition or information not disclosed in the Registration Statement or the Prospectus which has had or may have a Material Adverse Effect and is not prompted to sell shares of Common Stock by any information concerning the Company which is not set forth in the Registration Statement and the Prospectus. Any certificate signed by or on behalf of any Selling Stockholder Shareholder and delivered to the Representatives Xxxxxxxxxx Securities or to counsel for the Underwriters shall be deemed to be a representation and warranty by such Selling Stockholder Shareholder to each Underwriter as to the matters covered thereby. SECTION 2.

Appears in 1 contract

Samples: Hutchinson Technology Inc

Confirmation of Company Representations and Warranties. Such Selling Stockholder Shareholder has no reason to believe that the representations and warranties of the Company contained in Section 1(A) hereof are not true and correct, is familiar with the Registration Statement and the Prospectus and has no knowledge of any material fact, condition or information not disclosed in the Registration Statement or the Prospectus which has had or may have a Material Adverse Effect Change and is not prompted to sell shares of Common Stock Shares by any information concerning the Company which is not set forth in the Registration Statement and the Prospectus. Any certificate signed by or on behalf of any Selling Stockholder Shareholder and delivered to the Representatives or to counsel for the Underwriters in connection with the consummation of the transactions contemplated hereby shall be deemed to be a representation and warranty by such Selling Stockholder Shareholder to each Underwriter as to the matters covered thereby.

Appears in 1 contract

Samples: Metron Technology N V

Confirmation of Company Representations and Warranties. Such Selling Stockholder Shareholder has no reason to believe that the representations and warranties of the Company contained in Section 1(A) hereof are not true and correctcorrect in all material respects, is familiar with the Registration Statement and the Prospectus and has no knowledge of any material fact, condition or information not disclosed in the Registration Statement or the Prospectus which has had or may have a Material Adverse Effect Change and is not prompted to sell shares of Common Stock by any information concerning the Company which is not set forth in the Registration Statement and the Prospectus. Any certificate signed by or on behalf of any Selling Stockholder Shareholder and delivered to the Representatives or to counsel for the Underwriters shall be deemed to be a representation and warranty by such Selling Stockholder Shareholder to each Underwriter as to the matters covered thereby.

Appears in 1 contract

Samples: Underwriting Agreement (Analytical Surveys Inc)

Confirmation of Company Representations and Warranties. Such Selling Stockholder Shareholder has no reason to believe that the representations and warranties of the Company contained in Section 1(A) hereof are in all material respects not true and correct, is familiar with the Registration Statement and the Prospectus and has no knowledge of any material fact, condition or information not disclosed in the Registration Statement or the Prospectus which has had or may have a Material Adverse Effect and is not prompted to sell shares of Common Stock by any information concerning the Company which is not set forth in the Registration Statement and the ProspectusEffect. Any certificate signed by or on behalf of any Selling Stockholder Shareholder and delivered to the Representatives Underwriter or to counsel for the Underwriters Underwriter shall be deemed to be a representation and warranty by such Selling Stockholder Shareholder to each the Underwriter as to the matters covered thereby.

Appears in 1 contract

Samples: Underwriting Agreement (Jones Lang Lasalle Inc)

Confirmation of Company Representations and Warranties. Such Selling Stockholder has no reason to believe that the representations and warranties of the Company contained in Section 1(A) hereof are not true and correct, is familiar with the Registration Statement and the Prospectus and has no knowledge of any material fact, condition or information not disclosed in the Registration Statement or the Prospectus which has had or may have a Material Adverse Effect Change and is not prompted to sell shares of Common Stock by any information concerning the Company which is not set forth in the Registration Statement and the Prospectus. Any certificate signed by or on behalf of any Selling Stockholder and delivered to the Representatives Representative or to counsel for the Underwriters shall be deemed to be a representation and warranty by such Selling Stockholder to each Underwriter as to the matters covered thereby.

Appears in 1 contract

Samples: Custody Agreement (Reynard Motorsport Inc)

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Confirmation of Company Representations and Warranties. Such Selling Stockholder has no reason to believe that the representations and warranties of the Company contained in Section 1(A) hereof are not true and correct, is familiar with the Registration Statement and the Prospectus and has no knowledge of any material fact, condition or information not disclosed in the Registration Statement or the Prospectus which has had or may would reasonably be expected to have a Material Adverse Effect Change and is not prompted to sell shares of Common Stock by any material information concerning the Company which is required to be and is not set forth in the Registration Statement and the Prospectus. Any certificate signed by or on behalf of any Selling Stockholder and delivered to the Representatives or to counsel for the Underwriters shall be deemed to be a representation and warranty by such Selling Stockholder to each Underwriter as to the matters covered thereby.

Appears in 1 contract

Samples: Underwriting Agreement (Scientific Learning Corp)

Confirmation of Company Representations and Warranties. Such Selling Stockholder has no reason to believe that the representations and warranties of the Company contained in Section 1(A) hereof are not true and correct, is familiar with the Registration Statement and the Prospectus and has no knowledge of any material fact, condition or information not disclosed in the Registration Statement or the Prospectus which has had or may have a Material Adverse Effect Change and is not prompted to sell shares of Common Stock by any information concerning the Company which is not set forth in the Registration Statement and the Prospectus. Any certificate signed by or on behalf of any Selling Stockholder and delivered to the Representatives or to counsel for the Underwriters shall be deemed to be a representation and warranty by such Selling Stockholder to each Underwriter as to the matters covered thereby.

Appears in 1 contract

Samples: Underwriting Agreement (Gasonics International Corp)

Confirmation of Company Representations and Warranties. Such Selling Stockholder Shareholder has no reason to believe that the representations and warranties of the Company contained in Section 1(A) hereof are not true and correct, is familiar with the Registration Statement and the Prospectus and has no knowledge of any material fact, condition or information not disclosed in the Registration Statement or the Prospectus which has had or may have a Material Adverse Effect and is not prompted to sell shares of Common Stock by any information concerning the Company which is not set forth in the Registration Statement and the Prospectus. Any certificate signed by or on behalf of any Selling Stockholder Shareholder and delivered to the Representatives Underwriters or to counsel for the Underwriters shall be deemed to be a representation and warranty by such Selling Stockholder Shareholder to each Underwriter as to the matters covered thereby.

Appears in 1 contract

Samples: Underwriting Agreement (Action Performance Companies Inc)

Confirmation of Company Representations and Warranties. Such Selling Stockholder has no reason to believe that the representations and warranties of the Company contained in Section 1(A) hereof are not true and correct, is familiar with the Registration Statement and the Prospectus and has no knowledge of any material fact, condition or information not disclosed in the Registration Statement or the Prospectus which has had resulted in or may have result in a Material Adverse Effect Change and is not prompted to sell shares of Common Stock by any information concerning the Company which is not set forth in the Registration Statement and the Prospectus. Any certificate signed by or on behalf of any Selling Stockholder and delivered to the Representatives or to counsel for the Underwriters pursuant to Section 5(i) shall be deemed to be a representation and warranty by such Selling Stockholder to each Underwriter as to the matters covered thereby.

Appears in 1 contract

Samples: Underwriting Agreement (Filetek Inc)

Confirmation of Company Representations and Warranties. Such The Certain Selling Stockholder (as such term is defined on Schedule B hereto) has no reason to believe that the representations and warranties of the Company contained in Section 1(A) hereof are not true and correct, is familiar with the Registration Statement and the Prospectus and has no knowledge of any material fact, condition or information not disclosed in the Registration Statement or the Prospectus which has had or may have a Material Adverse Effect and is not prompted to sell shares of Common Stock by any information concerning the Company which is not set forth in the Registration Statement and the Prospectus. .] Any certificate signed by or on behalf of any Selling Stockholder and delivered to the Representatives Underwriters or to counsel for the Underwriters shall be deemed to be a representation and warranty by such Selling Stockholder to each Underwriter as to the matters covered thereby.

Appears in 1 contract

Samples: Underwriting Agreement (Dycom Industries Inc)

Confirmation of Company Representations and Warranties. Such Selling Stockholder Shareholder has no reason to believe that the representations and warranties of the Company contained in Section 1(A) hereof are not true and correct, is familiar with the Registration Statement and the Prospectus and has no knowledge of any material fact, condition or information not disclosed in the Registration Statement or the Prospectus which has had or may have a Material Adverse Effect and is not prompted to sell shares of Common Stock by any information concerning the Company which is not set forth in the Registration Statement and the Prospectus. Any certificate signed by or on behalf of any Selling Stockholder Shareholder and delivered to the Representatives or to counsel for the Underwriters shall be deemed to be a representation and warranty by such Selling Stockholder Shareholder to each Underwriter as to the matters covered thereby.

Appears in 1 contract

Samples: Underwriting Agreement (Rf Micro Devices Inc)

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