Enforceable Obligation. The Company represents and warrants that at the time of the original issuance of this Note it received the full purchase price payable pursuant to the Note Purchase Agreement in an amount at least equal to the original principal amount of this Note, and that this Note is an enforceable obligation of the Company which is not subject to any offset, reduction, counterclaim or disallowance of any sort.
Appears in 18 contracts
Samples: Note Purchase Agreement (Emagin Corp), Convertible Note (Emagin Corp), Amendment Agreement (Emagin Corp)
Enforceable Obligation. The Company represents and warrants that at the time of the original issuance and delivery to the Holder of this Note it received the full purchase price payable pursuant to the Note Purchase Agreement in an amount at least equal to the original principal amount of this Note, and that this Note is an enforceable obligation of the Company which is not subject to any offset, reduction, counterclaim or disallowance of any sort.
Appears in 6 contracts
Samples: Convertible Note Agreement (Zix Corp), Convertible Note (Insmed Inc), Convertible Note (Zix Corp)
Enforceable Obligation. The Company represents and warrants that ----------------------- at the time of the original issuance of this Note it received the full purchase price payable pursuant to the Note Purchase Agreement in an amount at least equal to the original principal amount of this Note, and that this Note is an enforceable obligation of the Company which is not subject to any offset, reduction, counterclaim or disallowance of any sort.
Appears in 3 contracts
Samples: Note Purchase Agreement (Cephalon Inc), Senior Convertible Note (Napro Biotherapeutics Inc), Note Purchase Agreement (Cephalon Inc)
Enforceable Obligation. The Company represents and warrants that at the time of the original issuance of this Note it received the full purchase price payable consideration pursuant to the Note Purchase Exchange Agreement of a type and in an amount with a value to the Company at least equal to the original principal amount of this Note, and that this Note is an enforceable obligation of the Company which is not subject to any offset, reduction, counterclaim or disallowance of any sort.
Appears in 2 contracts
Samples: 12% Secured Convertible Note (Transmedia Asia Pacific Inc), 12% Secured Convertible Note (Transmedia Asia Pacific Inc)
Enforceable Obligation. The Company represents and ------------------------ warrants that at the time of the original issuance of this Note it received the full purchase price payable pursuant to the Note Purchase Agreement in an amount at least equal to the original principal amount of this Note, and that this Note is an enforceable obligation of the Company which is not subject to any offset, reduction, counterclaim or disallowance of any sort.
Appears in 2 contracts
Samples: Note Purchase Agreement (Dwango North America Corp), Note Purchase Agreement (Dwango North America Corp)
Enforceable Obligation. The Company represents and warrants that at the time of the original issuance of this Note Note, it received the full purchase price payable pursuant to the Note Purchase Agreement in an amount at least equal to the original principal amount of this Note, and that this Note is an enforceable obligation of the Company which is not subject to any offset, reduction, counterclaim or disallowance of any sort.
Appears in 1 contract
Samples: Senior Subordinated Secured Note (DecisionPoint Systems, Inc.)
Enforceable Obligation. The Company represents and warrants that at the time of the original issuance of this Note it received the full purchase price payable consideration therefor pursuant to the Note Purchase Settlement Agreement in an amount at least equal to the original principal amount of this Note, and that this Note is an enforceable obligation of the Company which is not subject to any offset, reduction, counterclaim or disallowance of any sort.
Appears in 1 contract
Enforceable Obligation. The Company represents and warrants that at the time of the original issuance of this Note it received the full purchase price payable pursuant to the Note Securities Purchase Agreement in an amount at least equal to the original principal amount of this Note, and that this Note is an enforceable obligation of the Company which is not subject to any offset, reduction, counterclaim or disallowance of any sort.
Appears in 1 contract
Samples: Senior Subordinated Secured Note (Direct Insite Corp)