Common use of Correctness of Representations Clause in Contracts

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date.

Appears in 161 contracts

Samples: Subscription Agreement (Grom Social Enterprises, Inc.), Subscription Agreement (Earth Brand Holdings, Inc.), Subscription Agreement (Attitude Drinks Inc.)

AutoNDA by SimpleDocs

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date; provided, that, if such representation or warranty is made as of a different date, in which case such representation or warranty shall be true as of such date.

Appears in 94 contracts

Samples: Securities Purchase Agreement (United States Basketball League Inc), Subscription Agreement (Upay), Subscription Agreement (Iho-Agro International Inc.)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, will be true and correct as of the Closing Date, and, unless the Company otherwise notifies the Subscribers Subscriber prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date. The foregoing representations and warranties shall survive the Closing Date.

Appears in 58 contracts

Samples: Subscription Agreement (American Technologies Group Inc), Subscription Agreement (Science Dynamics Corp), Subscription Agreement (NCT Group Inc)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers prior to the each Closing Date, shall be true and correct in all material respects as of the each Closing Date.

Appears in 55 contracts

Samples: Subscription Agreement (Attitude Drinks Inc.), Subscription Agreement (Attitude Drinks Inc.), Subscription Agreement (Globetel Communications Corp)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers Subscriber prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date; provided, that, if such representation or warranty is made as of a different date, in which case such representation or warranty shall be true as of such date.

Appears in 28 contracts

Samples: Subscription Agreement, Subscription Agreement, Subscription Agreement (RenovaCare, Inc.)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date; provided, that, if such representation or warranty is made as of a different date in which case such representation or warranty shall be true as of such date.

Appears in 22 contracts

Samples: Subscription Agreement (Swissinso Holding Inc.), Subscription Agreement (Nugen Holdings, Inc.), Subscription Agreement (Swissinso Holding Inc.)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date; provided that if such representation or warranty is made as of a different date, such representation or warranty shall be true as of such date.

Appears in 16 contracts

Samples: Subscription Agreement (Jerrick Media Holdings, Inc.), Subscription Agreement (MamaMancini's Holdings, Inc.), Subscription Agreement

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, respects and, unless the Company otherwise notifies the Subscribers Subscriber prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date. The foregoing representations and warranties shall survive the Closing Date.

Appears in 11 contracts

Samples: Subscription Agreement (Bikers Dream Inc), Subscription Agreement (Antra Holdings Group Inc), Subscription Agreement (Rnethealth Com Inc)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, will be true and correct as of the Closing Date in all material respects, and, unless the Company otherwise notifies the Subscribers Subscriber prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date. The foregoing representations and warranties shall survive the Closing Date.

Appears in 8 contracts

Samples: Subscription Agreement (Select Media Communications Inc), Subscription Agreement (Vizario Inc), Subscription Agreement (Sanguine Corp)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers Investor prior to the Closing DateDate (as hereinafter defined), shall be true and correct in all material respects as of the Closing Date.

Appears in 7 contracts

Samples: Securities Purchase Agreement (Capsource Financial Inc), Securities Purchase Agreement (Capsource Financial Inc), Securities Purchase Agreement (Capsource Financial Inc)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers in writing prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date; provided, that, if such representation or warranty is made as of a different date, in which case such representation or warranty shall be true as of such date.

Appears in 7 contracts

Samples: Securities Purchase Agreement (Petro River Oil Corp.), Subscription Agreement (Biozone Pharmaceuticals, Inc.), Securities Purchase Agreement (Optionable Inc)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers prior to the Closing DateClosing, shall be true and correct in all material respects as of the Closing Date.

Appears in 7 contracts

Samples: Subscription Agreement (Eurosite Power Inc.), Subscription Agreement (American Dg Energy Inc), Subscription Agreement (American Dg Energy Inc)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respectshereof, and, unless the Company otherwise notifies the Subscribers Investor in writing prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date.

Appears in 7 contracts

Samples: Securities Purchase Agreement (Capsource Financial Inc), Securities Purchase Agreement (Capsource Financial Inc), Securities Purchase Agreement (Capsource Financial Inc)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, and unless the Company otherwise notifies the Subscribers prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date.

Appears in 6 contracts

Samples: Subscription Agreement (BigString CORP), Subscription Agreement (GoFish Corp.), Subscription Agreement (IdeaEdge, Inc)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, respects and, unless the Company otherwise notifies the Subscribers prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date.

Appears in 6 contracts

Samples: Subscription Agreement, Subscription Agreement (Quantum Fuel Systems Technologies Worldwide, Inc.), Subscription Agreement (Quantum Fuel Systems Technologies Worldwide, Inc.)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers Purchasers prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Artistry Publications Inc), Subscription Agreement (Irvine Sensors Corp/De/), Subscription Agreement (Irvine Sensors Corp/De/)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers Subscriber prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date.

Appears in 6 contracts

Samples: Subscription Agreement (Oxford Media, Inc.), Subscription Agreement (Innofone Com Inc), Subscription Agreement (Addison Davis Diagnostics)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, respects and, unless the Company otherwise notifies the Subscribers Investors prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date.

Appears in 6 contracts

Samples: Subscription Agreement (Quantum Fuel Systems Technologies Worldwide, Inc.), Subscription Agreement (Quantum Fuel Systems Technologies Worldwide, Inc.), Subscription Agreement (Quantum Fuel Systems Technologies Worldwide, Inc.)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers prior to the Closing Date, shall be true and correct in all material respects as of the each Closing Date.

Appears in 5 contracts

Samples: Subscription Agreement (Techedge Inc), Subscription Agreement (Techedge Inc), Subscription Agreement (Dyneco Corp)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date.

Appears in 5 contracts

Samples: Subscription Agreement (Voip Inc), Subscription Agreement (Voip Inc), Subscription Agreement (Voip Inc)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date; provided, that, if such representation or warranty is made as of a different date, in which case such representation or warranty shall be true as of such date. (nn) Survival. The foregoing representations and warranties shall survive the Closing Date.

Appears in 5 contracts

Samples: Subscription Agreement (Southern Usa Resources Inc.), Subscription Agreement (Southern Usa Resources Inc.), Subscription Agreement (Southern Usa Resources Inc.)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers Subscriber prior to the each Closing Date, shall be true and correct in all material respects as of the each Closing Date.

Appears in 4 contracts

Samples: Subscription Agreement (NextMart Inc.), Securities Purchase Agreement (Tactical Air Defense Services, Inc.), Securities Purchase Agreement (Tactical Air Defense Services, Inc.)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers Subscriber prior to the Closing DateClosing, shall be true and correct in all material respects as of the Closing Date.

Appears in 4 contracts

Samples: Subscription Agreement (Eurosite Power Inc), Subscription Agreement (American Dg Energy Inc), Subscription Agreement (American Dg Energy Inc)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers Subscriber prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date. The foregoing representations and warranties shall survive the Closing Date.

Appears in 3 contracts

Samples: Subscription Agreement (View Systems Inc), Subscription Agreement (Bcam International Inc), Subscription Agreement (Telepad Corp)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers prior to the each Closing Date, shall be true and correct in all material respects as of the Closing Date.

Appears in 3 contracts

Samples: Subscription Agreement (Conolog Corp), Subscription Agreement (Conolog Corp), Subscription Agreement (Conolog Corp)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers Purchasers prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date.

Appears in 3 contracts

Samples: Note and Warrant Purchase Agreement (Agrify Corp), Note and Warrant Purchase Agreement (Agrify Corp), Note and Warrant Purchase Agreement (Fluoropharma Medical, Inc.)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers Investors prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date; provided that if such representation or warranty is made as of a different date, such representation or warranty shall be true as of such date.

Appears in 3 contracts

Samples: Securities Purchase Agreement (BeesFree, Inc.), Securities Purchase Agreement (BeesFree, Inc.), Securities Purchase Agreement (BeesFree, Inc.)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers Subscriber prior to the a Closing Date, shall will be true and correct in all material respects as of the each Closing Date. The foregoing representations and warranties will survive each Closing Date.

Appears in 3 contracts

Samples: Subscription Agreement (Sys), Subscription Agreement (Sys), Subscription Agreement (Sys)

Correctness of Representations. The Company represents that -------------------------------- the foregoing representations and warranties are true and correct as of the date hereof in all material respects, will be true and correct as of the Closing Date, and, unless the Company otherwise notifies the Subscribers Subscriber prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date. The foregoing representations and warranties shall survive the Closing Date.

Appears in 2 contracts

Samples: Subscription Agreement (E Videotv Inc/De), Subscription Agreement (Go Online Networks Corp)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers prior to the applicable Closing Date, shall be true and correct in all material respects as of the each Closing Date.

Appears in 2 contracts

Samples: Subscription Agreement (Advance Nanotech, Inc.), Subscription Agreement (Advance Nanotech, Inc.)

Correctness of Representations. The Company represents that the ------------------------------ foregoing representations and warranties are true and correct as of the date hereof in all material respects, will be true and correct as of the Closing Date, and, unless the Company otherwise notifies the Subscribers Subscriber prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date. The foregoing representations and warranties shall survive the Closing Date.

Appears in 2 contracts

Samples: Subscription Agreement (Kaire Holdings Inc), Subscription Agreement (Kaire Holdings Inc)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers Creditor prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date; provided, that, if such representation or warranty is made as of a different date in which case such representation or warranty shall be true as of such date.

Appears in 2 contracts

Samples: Debt Cancellation Agreement (General Steel Holdings Inc), Debt Cancellation Agreement (General Steel Holdings Inc)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers Purchasers prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date; provided, that, if such representation or warranty is made as of a different date, in which case such representation or warranty shall be true as of such date.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Anpulo Food, Inc.), Exchange Agreement (Megawest Energy Corp.)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, respects and, unless the Company otherwise notifies the Subscribers Subscriber prior to the Closing Date and Put Closing Date, shall be true and correct in all material respects as of the Closing Date and Put Closing Date. The foregoing representations and warranties and all representations, warranties and undertakings of the Company set forth in this Subscription Agreement shall survive the Closing Date and Put Closing Date.

Appears in 2 contracts

Samples: Subscription Agreement (Rnethealth Com Inc), Subscription Agreement (Recovery Network Inc)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers prior to the each Closing Date, shall be true and correct in all material respects as of the each Closing Date; provided, that, if such representation or warranty is made as of a different date in which case such representation or warranty shall be true as of such date.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Plures Technologies, Inc./De), Securities Purchase Agreement (Plures Technologies, Inc./De)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers prior to the Closing Date, shall and will be true and correct in all material respects as of the Closing Date in all material respects. The foregoing representations and warranties shall survive the Closing Date.

Appears in 2 contracts

Samples: Subscription Agreement (NCT Group Inc), Subscription Agreement (NCT Group Inc)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers Purchaser prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Tootie Pie Company, Inc.), Securities Purchase Agreement (Compumed Inc)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct and as of the date hereof in all material respects, andhereof, unless the Company otherwise notifies the Subscribers prior to the applicable Closing Date, shall be true and correct in all material respects as of the such Closing Date; provided that if such representation or warranty makes reference to a different date, such representation or warranty shall be true as of such date.

Appears in 2 contracts

Samples: Subscription Agreement (Mimvi, Inc.), Subscription Agreement (Medlink International, Inc.)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, respects and, unless the Company otherwise notifies the Subscribers Subscriber prior to the Closing Date and Put Closing Date, shall be true and correct in all material respects as of such Closing Date and Put Closing Date. The foregoing representations and warranties shall survive the Closing Date and Put Closing Date.

Appears in 2 contracts

Samples: Subscription Agreement (Fantasy Sports Net Inc), Subscription Agreement (Fantasy Sports Net Inc)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, respects and, unless the Company otherwise notifies the Subscribers Subscriber prior to the Closing Date, shall be true and correct in all material respects as of such Closing Date. The foregoing representations and warranties shall survive the Closing Date.

Appears in 1 contract

Samples: Subscription Agreement (Stateside Fundings Inc)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers prior to the Closing Date, shall and will be true and correct in all material respects as of the Closing Date.

Appears in 1 contract

Samples: Subscription Agreement (NCT Group Inc)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers NPOWR prior to the each Closing Date, shall be true and correct in all material respects as of the each Closing Date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Npowr Digital Media Inc)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, respects and, unless the Company otherwise notifies the Subscribers Subscriber prior to the Closing Date, shall be true and correct in all material respects and must be true as of the Closing Date, as of the Closing Date. The foregoing representations and warranties shall survive the Closing Date.

Appears in 1 contract

Samples: Subscription Agreement (Endovasc LTD Inc)

Correctness of Representations. The Company represents that ------------------------------ the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, and unless the Company otherwise notifies the Subscribers prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date.

Appears in 1 contract

Samples: Subscription Agreement (BigString CORP)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers undersigned prior to the Closing DateDate on which the undersigned purchases the Note, shall be true and correct in all material respects as of the Closing Date. The foregoing representations and warranties shall survive the Closing Date.

Appears in 1 contract

Samples: Subscription Agreement (Multi Media Tutorial Services Inc)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers in writing prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date; provided, that, if such representation or warranty is made as of a different date, in which case such representation or warranty shall be true as of such date. (mm) Survival. The foregoing representations and warranties shall survive the Closing Date.

Appears in 1 contract

Samples: Securities Purchase Agreement (MEDL Mobile Holdings, Inc.)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, respects and, unless the Company otherwise notifies the Subscribers Subscriber prior to the Closing Date. The foregoing representations and warranties and all representations, warranties and undertakings of the Company set forth in this Subscription Agreement shall be true and correct in all material respects as of survive the Closing Date.

Appears in 1 contract

Samples: Subscription Agreement (Rnethealth Com Inc)

AutoNDA by SimpleDocs

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers prior to the Initial Closing Date, shall be true and correct in all material respects as of the Initial Closing Date.

Appears in 1 contract

Samples: Subscription Agreement (Oxford Media, Inc.)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers Subscriber prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date; provided, that, if such representation is made as of a different date in which case such representation shall be true as of such date.

Appears in 1 contract

Samples: Subscription Agreement (Kensington Leasing, Ltd.)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, respects and, unless the Company otherwise notifies the Subscribers prior to the Closing DateDate (as hereinafter defined), shall be true and correct in all material respects as of the Closing Date.

Appears in 1 contract

Samples: Subscription Agreement (Jesup & Lamont, Inc.)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct in all material respects as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers Subscriber prior to the Closing Date, Date shall be true and correct in all material respects as of the Closing Date.

Appears in 1 contract

Samples: Subscription Agreement (Tropical Racing Inc)

Correctness of Representations. The Company represents that the -------------------------------- foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date.. (AA)

Appears in 1 contract

Samples: Subscription Agreement (FTS Group, Inc.)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date.

Appears in 1 contract

Samples: Subscription Agreement (Adsouth Partners, Inc.)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers Subscriber prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date.

Appears in 1 contract

Samples: Subscription Agreement (China Natural Resources Inc)

Correctness of Representations. The Company represents that the ------------------------------ foregoing representations and warranties are true and correct as of the date hereof in all material respects, respects and, unless the Company otherwise notifies the Subscribers Subscriber prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date. The foregoing representations and warranties shall survive the Closing Date.

Appears in 1 contract

Samples: Subscription Agreement (Advanced Aerodynamics & Structures Inc/)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date; provided, that, if such representation or warranty is made as of a different date in which case such representation or warranty shall be true in all material respects as of such date.

Appears in 1 contract

Samples: Subscription Agreement (Rim Semiconductor CO)

Correctness of Representations. The Company ------------------------------ represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date.

Appears in 1 contract

Samples: Subscription Agreement (Goldspring)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers prior to the Closing Date, respects and shall be true and correct in all material respects as of the Closing Date. The foregoing representations and warranties shall survive the Closing Date.

Appears in 1 contract

Samples: Subscription Agreement (NCT Group Inc)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, and unless the Company otherwise notifies the Subscribers prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date; provided, that, if such representation or warranty is made as of a different date in which case such representation or warranty shall be true as of such date.

Appears in 1 contract

Samples: Subscription Agreement (GreenChek Technology Inc.)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date.

Appears in 1 contract

Samples: Subscription Agreement (Cas Medical Systems Inc)

Correctness of Representations. The Company represents that the ------------------------------ foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers Subscriber prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date. The foregoing representations and warranties shall survive the Closing Date subject to the applicable statutes of limitations.

Appears in 1 contract

Samples: Subscription Agreement (Chemtrak Inc/De)

Correctness of Representations. The Company represents that the ------------------------------ foregoing representations and warranties are true and correct as of the date hereof in all material respects, will be true and correct as of the Closing Date, and, unless the Company otherwise notifies the Subscribers Subscriber prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date. The foregoing representations and warranties shall survive the Closing Date and shall run until the Notes are repaid in full or converted in full.

Appears in 1 contract

Samples: Subscription Agreement (Liquidix Inc)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers Subscriber prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date.

Appears in 1 contract

Samples: Subscription Agreement (Cas Medical Systems Inc)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers prior to the Closing Date, shall and will be true and correct in all material respects as of the Closing Dateclosing date.

Appears in 1 contract

Samples: Subscription Agreement (River Capital Group, Inc.)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date.. (Subscription Agreement) 13

Appears in 1 contract

Samples: Subscription Agreement (Viryanet LTD)

Correctness of Representations. The Company represents that the foregoing representations and warranties and all other representations and warranties made by the Company in this Agreement and any other agreement delivered in connection herewith are true and correct as of the date hereof in all material respects, respects and, unless the Company otherwise notifies the Subscribers Subscriber prior to the First Put Closing Date, shall be true and correct in all material respects as of the First Put Closing Date. The foregoing representations and warranties shall survive the First Put Closing Date.

Appears in 1 contract

Samples: First Put Subscription Agreement (Bikers Dream Inc)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers Buyer prior to the each Closing Date, shall be true and correct in all material respects as of the each Closing Date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Avante Holding Group Inc)

Correctness of Representations. The Company represents that the ------------------------------ foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers Purchasers prior to the each Closing Date, shall be true and correct in all material respects as of the each Closing Date.

Appears in 1 contract

Samples: Securities Purchase Agreement (Pathogenics, Inc.)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers Subscriber prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date; provided, that, if such representation or warranty is made as of a different date in which case such representation or warranty shall be true as of such date.

Appears in 1 contract

Samples: Subscription Agreement (Stem Cell Innovations, Inc.)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, respects and, unless the Company otherwise notifies the Subscribers prior to the Closing DateDate (as hereinafter defined), shall be true and correct in all material respects as of the each Closing Date.

Appears in 1 contract

Samples: Subscription Agreement (Merriman Curhan Ford Group, Inc.)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers Shareholder prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date; provided, that, if such representation or warranty is made as of a different date in which case such representation or warranty shall be true as of such date.

Appears in 1 contract

Samples: Common Stock Exchange Agreement (Nemaura Medical Inc.)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date, provided, that, if such representation or warranty is made as of a different date, in which case such representation or warranty shall be true as of such date.

Appears in 1 contract

Samples: Subscription Agreement (GreenHouse Holdings, Inc.)

Correctness of Representations. The Company represents that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date.. (w)

Appears in 1 contract

Samples: Subscription Agreement (Kingsley Coach Inc)

Correctness of Representations. The Company represents -------------------------------- that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, will be true and correct as of the Closing Date, and, unless the Company otherwise notifies the Subscribers Subscriber prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date. The foregoing representations and warranties shall survive the Closing Date.

Appears in 1 contract

Samples: Subscription Agreement (Global Telemedia International Inc)

Correctness of Representations. The Company represents ------------------------------ that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, will be true and correct as of the Closing Date, and, unless the Company otherwise notifies the Subscribers Subscriber prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date. The foregoing representations and warranties shall survive the Closing Date.

Appears in 1 contract

Samples: Subscription Agreement (Kaire Holdings Inc)

Correctness of Representations. The Company represents that ------------------------------- the foregoing representations and warranties are true and correct as of the date hereof in all material respects, will be true and correct as of the Closing Date, and, unless the Company otherwise notifies the Subscribers Subscriber prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date. The foregoing representations and warranties shall survive the Closing Date.

Appears in 1 contract

Samples: Subscription Agreement (Endovasc LTD Inc)

Correctness of Representations. The Company represents -------------------------------- that the foregoing representations and warranties are true and correct as of the date hereof in all material respects, and, unless the Company otherwise notifies the Subscribers Subscriber prior to the Closing Date, shall be true and correct in all material respects as of the Closing Date. The foregoing representations and warranties shall survive the Closing Date.

Appears in 1 contract

Samples: Subscription Agreement (Amnis Systems Inc)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!