Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the Closing Date:
Appears in 284 contracts
Samples: Securities Purchase Agreement (Top KingWin LTD), Securities Purchase Agreement (Eastside Distilling, Inc.), Securities Purchase Agreement (Kaixin Holdings)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the each Closing Date:
Appears in 34 contracts
Samples: Securities Purchase Agreement (Nauticus Robotics, Inc.), Securities Purchase Agreement (Visionary Holdings Inc.), Securities Purchase Agreement (Nikola Corp)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Investor as of the date hereof and as of the Closing Date:
Appears in 19 contracts
Samples: Exchange Agreement (Hanover Bancorp, Inc. /NY), Exchange Agreement (Hanover Bancorp, Inc. /NY), Exchange Agreement (Castle Creek Capital Partners VII, LP)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers Buyer that, as of the date hereof and as of the Closing Date:
Appears in 18 contracts
Samples: Purchase Agreement (SRAX, Inc.), Securities Exchange Agreement (Ault Alliance, Inc.), Securities Purchase Agreement (Kiora Pharmaceuticals Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Investor as of the date hereof and as of the Closing DateDate that:
Appears in 13 contracts
Samples: Exchange Agreement (Alliance Data Systems Corp), Exchange Agreement, Exchange Agreement
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers that, as of Purchaser on the date hereof and on and as of the Closing DateDate as follows:
Appears in 12 contracts
Samples: Securities Purchase Agreement (Viatel Inc), Preferred Stock and Warrant Purchase Agreement (Rhythms Net Connections Inc), Settlement Agreement (Infocrossing Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers and the Placement Agent that, as of the date hereof and as of the Closing Date:
Appears in 12 contracts
Samples: Securities Purchase Agreement (American Rebel Holdings Inc), Securities Purchase Agreement (American Rebel Holdings Inc), Securities Purchase Agreement (Reliance Global Group, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Buyer as of the date hereof and as of the Closing DateDate as follows:
Appears in 11 contracts
Samples: Preferred Stock Purchase Agreement (Searchhelp Inc), Preferred Stock Purchase Agreement (Searchhelp Inc), Preferred Stock Purchase Agreement (Searchhelp Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Investor that as of the date hereof and as of the Closing Date:
Appears in 10 contracts
Samples: Share Transfer Agreement (Axsome Therapeutics, Inc.), Purchase Agreement (Auris Medical Holding AG), Purchase Agreement (Auris Medical Holding AG)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the Closing Date:Date (except for representations and warranties that speak as of a specific date which shall be true and correct as of such specified date):
Appears in 9 contracts
Samples: Securities Purchase Agreement (Akerna Corp.), Securities Purchase Agreement (Akerna Corp.), Securities Purchase Agreement (CorMedix Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof Execution Date and as of the Closing Date:
Appears in 8 contracts
Samples: Securities Purchase Agreement (GridIron BioNutrients, Inc.), Securities Purchase Agreement (Recruiter.com Group, Inc.), Securities Purchase Agreement (Recruiter.com Group, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchasers on and as of the date hereof and as of the Closing Datefollows:
Appears in 8 contracts
Samples: Stock Purchase Agreement (IHS Inc.), Stock Purchase Agreement (IHS Inc.), Stock Purchase Agreement (General Atlantic Partners LLC)
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers that, Investor as of the date hereof and as of the Closing DateDate as follows:
Appears in 8 contracts
Samples: Subscription and Investor Rights Agreement (Life Sciences Research Inc), Subscription and Investor Rights Agreement (Life Sciences Research Inc), Debt Satisfaction Agreement (Terremark Worldwide Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchaser as follows as of the date hereof and as of the Closing Date:
Appears in 8 contracts
Samples: Strategic Alliance Agreement (Impax Laboratories Inc), Stock Purchase Agreement (Energy Biosystems Corp), Purchase Agreement (Westower Corp)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers thatwarrants, as of the date hereof of this Agreement and as of on the Closing Date, to each Buyer, that:
Appears in 8 contracts
Samples: Securities Purchase Agreement (Duke Mining Company, Inc.), Securities Purchase Agreement (Select Comfort Corp), Securities Exchange Agreement (Sonterra Resources, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers thatBuyers, as of the date hereof and as of the each applicable Closing DateDate (unless otherwise provided herein), that:
Appears in 7 contracts
Samples: Securities Purchase Agreement (Ener-Core, Inc.), Securities Purchase Agreement (Ener-Core, Inc.), Securities Purchase Agreement (Ener-Core, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers thatBuyer, as of the date hereof and as of the Closing Date, as follows:
Appears in 7 contracts
Samples: Securities Purchase Agreement (Eagle Point Credit Co Inc.), Securities Purchase Agreement (Noble International, Ltd.), Securities Purchase Agreement (ArcelorMittal)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the each applicable Closing Date:
Appears in 7 contracts
Samples: Securities Purchase Agreement (Vallon Pharmaceuticals, Inc.), Securities Purchase Agreement (Cellect Biotechnology Ltd.), Securities Purchase Agreement (Seneca Biopharma, Inc.)
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers that, Buyer as of the date hereof and as of the Closing DateDate that:
Appears in 7 contracts
Samples: Share Purchase Agreement (Atlas Industries Holdings LLC), Share Purchase Agreement (Atlas Industries Holdings LLC), Share Purchase Agreement (Atlas Industries Holdings LLC)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the Closing Datethat:
Appears in 7 contracts
Samples: Securities Purchase Agreement (Applied Dna Sciences Inc), Securities Purchase Agreement (Applied Dna Sciences Inc), Securities Purchase Agreement (Applied Dna Sciences Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of each Closing Date to each of the Closing DateBuyers that:
Appears in 7 contracts
Samples: Securities Purchase Agreement (Cmark International Inc), Securities Purchase Agreement (Buckeye Ventures, Inc.), Securities Purchase Agreement (Cmark International Inc)
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers that, Purchaser as of the date hereof and as of the Closing DateDate as follows:
Appears in 7 contracts
Samples: Series a 2 Preferred Stock Purchase Agreement, Series a 2 Preferred Stock Purchase Agreement (EPAM Systems, Inc.), Note Purchase Agreement (Quokka Sports Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchaser that as of the date hereof and as of the Closing DateClosing:
Appears in 7 contracts
Samples: Note Purchase Agreement (ServisFirst Bancshares, Inc.), Note Purchase Agreement (ServisFirst Bancshares, Inc.), Note Purchase Agreement (ServisFirst Bancshares, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, that as of the date hereof and as of the Closing Datehereof:
Appears in 6 contracts
Samples: Securities Purchase Agreement (Richardson Electronics LTD/De), Securities Purchase Agreement (NPS Pharmaceuticals Inc), Securities Purchase Agreement (Hollywood Media Corp)
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers thatPurchaser, as of the date hereof and as of the Closing DateClosing, as follows:
Appears in 6 contracts
Samples: Stock Purchase Agreement (Nextlink Communications Inc / De), Exchange Agreement (Forstmann Little & Co Sub Debt & Eq MGMT Buyout Par Vii Lp), Stock Purchase Agreement (Forstmann Little & Co Sub Debt & Eq MGMT Buyout Par Vii Lp)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers thatInvestor, as of the date hereof and as of the Closing Date, as follows:
Appears in 6 contracts
Samples: Subscription Agreement (Prides Capital Partners, LLC), Subscription Agreement (Sanders Don A), Subscription Agreement (Waste Services, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of on the date hereof and as of on the Closing DateDate that:
Appears in 5 contracts
Samples: Securities Purchase Agreement (Comanche Clean Energy Corp), Securities Purchase Agreement (Golden Autumn Holdings Inc.), Securities Purchase Agreement (Comanche Clean Energy Corp)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers Investors that, as of the date hereof and as of the Closing DateClosing:
Appears in 5 contracts
Samples: Stock Purchase Agreement (Neomagic Corp), Stock Purchase Agreement (Neomagic Corp), Stock Purchase Agreement (Neomagic Corp)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the Closing Datehereof:
Appears in 5 contracts
Samples: Securities Purchase Agreement (Hagerty, Inc.), Securities Purchase Agreement (PARETEUM Corp), Securities Purchase Agreement (PARETEUM Corp)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers Buyer that, as of the date hereof and as of the Closing Date:
Appears in 5 contracts
Samples: Note Purchase Agreement (Energy Focus, Inc/De), Note Purchase Agreement (Merisel Inc /De/), Note Purchase Agreement (Energy Focus, Inc/De)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchaser as of the date hereof and as of the Closing Datethat:
Appears in 5 contracts
Samples: Share Subscription Agreement (Apollo Investment Corp), Share Subscription Agreement (Cb Richard Ellis Group Inc), Share Subscription Agreement (KKR Financial Holdings LLC)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers Investor that, as of the date hereof and as of the Closing Date:
Appears in 5 contracts
Samples: Securities Purchase Agreement (iBio, Inc.), Securities Purchase Agreement (Dolphin Entertainment, Inc.), Securities Purchase Agreement (Brickell Biotech, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchaser as of the date hereof and as of on the Closing DateDate as follows:
Appears in 5 contracts
Samples: Securities Purchase Agreement (Digital Power Corp), Securities Purchase Agreement (Digital Power Corp), Securities Purchase Agreement (Digital Power Corp)
Representations and Warranties of the Company. The Company represents and warrants to the Purchasers, and each of the Buyers thatthem, as of the date hereof and as of Closing Date the Closing Datefollowing:
Appears in 5 contracts
Samples: Securities Purchase Agreement (American International Petroleum Corp /Nv/), Securities Purchase Agreement (American International Petroleum Corp /Nv/), Securities Purchase Agreement (E Rex Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers Buyer that, as of the date hereof and as of the Closing Date:
Appears in 5 contracts
Samples: Securities Purchase Agreement (OKYO Pharma LTD), Securities Purchase Agreement (OKYO Pharma LTD), Securities Purchase Agreement (OKYO Pharma LTD)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchaser as of the date hereof and as of the Closing Datethat:
Appears in 5 contracts
Samples: Series B Convertible Preferred Stock Purchase Agreement (Miravant Medical Technologies), Note and Common Stock Purchase Agreement (Beta Oil & Gas Inc), Securities Purchase Agreement (Miravant Medical Technologies)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the applicable Closing Date:
Appears in 5 contracts
Samples: Securities Purchase Agreement (Pegasi Energy Resources Corporation.), Securities Purchase Agreement (Dipexium Pharmaceuticals, LLC), Securities Purchase Agreement (Dipexium Pharmaceuticals, LLC)
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers that, as of the date hereof and Purchaser as of the Closing Date, and agrees, as follows:
Appears in 5 contracts
Samples: Purchase Agreement (Wits Basin Precious Minerals Inc), Purchase Agreement (Bell Industries Inc /New/), Purchase Agreement (Nyfix Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Buyer that as of the date hereof Execution Date and as of the each Closing Date:Date (or as of such other time expressly specified below):
Appears in 5 contracts
Samples: Note Purchase Agreement (Nexien Biopharma, Inc.), Note Purchase Agreement (Discount Print Usa, Inc.), Note Purchase Agreement (Boatim Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers Holder that, as of the date hereof and as of the Closing Date:
Appears in 4 contracts
Samples: Exchange Agreement (IMAC Holdings, Inc.), Securities Exchange Agreement (Workhorse Group Inc.), Securities Exchange Agreement (Workhorse Group Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of Purchasers on the date hereof and as of on the Closing DateDate as follows:
Appears in 4 contracts
Samples: Securities Purchase Agreement (Welsh Carson Anderson Stowe Viii Lp), Securities Purchase Agreement (Savvis Communications Corp), Securities Purchase Agreement (Savvis Communications Corp)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers Purchaser that, as of the date hereof and as of the Closing Date:
Appears in 4 contracts
Samples: Note Purchase Agreement (Ault Alliance, Inc.), Series a 6% 2014 Convertible Redeemable Preferred Stock Purchase Agreement (BLVD Holdings Inc), Convertible Redeemable Preferred Stock Purchase Agreement (Cyber Supply Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Buyer as of the date hereof of this Agreement and as of the Initial Closing DateDate and on each subsequent Closing Date (except for representations and warranties that speak as of a particular date, which shall be true and correct in all material respects as of such dates) that:
Appears in 4 contracts
Samples: Securities Purchase Agreement (Movano Inc.), Securities Purchase Agreement (TFF Pharmaceuticals, Inc.), Securities Purchase Agreement (TFF Pharmaceuticals, Inc.)
Representations and Warranties of the Company. The Company represents and warrants warrants, as of the date of this Agreement and the Closing Date to each of the Buyers that, as of the date hereof and as of the Closing Date:
Appears in 4 contracts
Samples: Securities Purchase Agreement (Guerrilla RF, Inc.), Securities Purchase Agreement (CBL International LTD), Securities Purchase Agreement (LENSAR, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers thatPurchasers, on and as of the date hereof of this Agreement and on and as of the Closing Date, as follows:
Appears in 4 contracts
Samples: Common Unit Purchase Agreement (EV Energy Partners, LP), Common Share Purchase Agreement (Interoil Corp), Common Unit Purchase Agreement (EV Energy Partners, LP)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchaser as follows as of the date hereof and as of the Closing Date:
Appears in 4 contracts
Samples: Securities Purchase Agreement (Swiss Reinsurance America Corp), Securities Purchase Agreement (Home State Holdings Inc), Securities Purchase Agreement (Reliance Financial Services Corp)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchaser on and as of the date hereof and on and as of the Closing DateDate as follows:
Appears in 4 contracts
Samples: Stock and Warrant Purchase Agreement (Healthaxis Inc), Stock and Warrant Purchase Agreement (Healthaxis Inc), Stock and Warrant Purchase Agreement (Tak Sharad Kumar)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchasers as of the date hereof and as of the Closing DateDate as follows:
Appears in 4 contracts
Samples: Stock and Warrant Purchase Agreement (Evergreen Solar Inc), Stock and Warrant Purchase Agreement (Evergreen Solar Inc), Stock and Warrant Purchase Agreement (Shaw Robert W Jr)
Representations and Warranties of the Company. The Company represents and warrants to each of to, and covenants with, the Buyers that, Purchasers as of the date hereof and as of the Closing DateDate as follows:
Appears in 4 contracts
Samples: Stock Purchase Agreement (Usinternetworking Inc), Stock Purchase Agreement (Usinternetworking Inc), Stock Purchase Agreement (Usinternetworking Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the Initial Closing Date and each Subsequent Closing Date:
Appears in 4 contracts
Samples: Securities Purchase Agreement (Workhorse Group Inc.), Securities Purchase Agreement (AMERICAN BATTERY TECHNOLOGY Co), Securities Purchase Agreement (Astra Space, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the Closing DateDate that:
Appears in 4 contracts
Samples: Securities Purchase Agreement (Biodelivery Sciences International Inc), Securities Purchase Agreement (Edap TMS Sa), Securities Purchase Agreement (Elbit Vision Systems LTD)
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers that, Purchaser that as of the date hereof of this Agreement and as of the Closing Date:
Appears in 4 contracts
Samples: Share Subscription Agreement, Share Subscription Agreement (Tencent Music Entertainment Group), Share Subscription Agreement (Tencent Music Entertainment Group)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchaser as of the date hereof and as of the Closing Datethat:
Appears in 4 contracts
Samples: Note Purchase Agreement, Note Purchase Agreement (Yamana Gold Inc), Note Purchase Agreement (Yamana Gold Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the Closing DateDate and except as set forth in the Disclosure Schedule hereto:
Appears in 4 contracts
Samples: Securities Purchase Agreement (CorMedix Inc.), Securities Purchase Agreement (CorMedix Inc.), Securities Purchase Agreement (CorMedix Inc.)
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers that, Purchasers as of the date hereof and as of the Closing DateDate that:
Appears in 4 contracts
Samples: Purchase Agreement (Cazoo Group LTD), Preferred Stock Purchase Agreement (Kennedy-Wilson Holdings, Inc.), Stock Purchase Agreement (Gardenburger Inc)
Representations and Warranties of the Company. The Company represents and warrants to to, and agrees with, each of the Buyers that, Holder as of the date hereof and as of the Closing DateDate as follows:
Appears in 3 contracts
Samples: Series D Warrant Exchange Agreement (Itc Deltacom Inc), Wcas Exchange Agreement (Itc Deltacom Inc), Series a Preferred Stockholder Agreement (Itc Deltacom Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of Purchaser on the Buyers that, as of Execution Date and on the date hereof and as of the Closing Datethat:
Appears in 3 contracts
Samples: Note Purchase Agreement (Epr Properties), Note Purchase Agreement (Kilroy Realty, L.P.), Note Purchase Agreement (Hudson Pacific Properties, L.P.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers thatwarrants, as of the date hereof and as of the Closing Date, to each of the Buyers, that:
Appears in 3 contracts
Samples: Securities Purchase Agreement (South Texas Oil Co), Securities Purchase Agreement (South Texas Oil Co), Securities Purchase Agreement (South Texas Oil Co)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the Closing DateDate to each of the Buyer that:
Appears in 3 contracts
Samples: Securities Purchase Agreement (Platina Energy Group Inc.), Securities Purchase Agreement (Vortex Resources Corp.), Securities Purchase Agreement (Platina Energy Group Inc.)
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers thatPurchaser, as of the date hereof and as of the each Closing Date, as follows:
Appears in 3 contracts
Samples: Share Purchase Agreement (ESGL Holdings LTD), Securities Purchase Agreement (United Auto Group Inc), Securities Purchase Agreement (Penske Capital Partners LLC)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the Closing DateDate as follows:
Appears in 3 contracts
Samples: Preferred Stock Purchase Agreement (Avantair, Inc), Preferred Stock Purchase Agreement (Avantair, Inc), Preferred Stock Purchase Agreement (Rand Acquisition CORP)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof Subscription Date and as of the Closing Date:
Appears in 3 contracts
Samples: Securities Purchase Agreement (Alternus Clean Energy, Inc.), Securities Purchase Agreement (Expion360 Inc.), Securities Purchase Agreement (Interactive Strength, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Buyer as of the date hereof and as of the Closing DateDate (except as otherwise provided herein) that:
Appears in 3 contracts
Samples: Purchase Agreement (Jones Apparel Group Inc), Purchase Agreement (Kasper a S L LTD), Purchase Agreement (Kasper a S L LTD)
Representations and Warranties of the Company. The Company represents and warrants warrants, as of the date of this Agreement and the Closing Date to each of the Buyers and to the Placement Agents that, as of the date hereof and as of the Closing Date:
Appears in 3 contracts
Samples: Securities Purchase Agreement (Applied Therapeutics Inc.), Securities Purchase Agreement (Applied Therapeutics Inc.), Securities Purchase Agreement (Applied Therapeutics Inc.)
Representations and Warranties of the Company. The As of the date hereof, the Company represents and warrants to each of the Buyers that, as of the date hereof and as of the Closing Date:
Appears in 3 contracts
Samples: Securities Purchase Agreement (Smart Video Technologies Inc), Securities Purchase Agreement (Smart Video Technologies Inc), Securities Purchase Agreement (Smart Video Technologies Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of Purchaser on the date hereof and as of the Closing Datethat:
Appears in 3 contracts
Samples: Note Purchase Agreement, Note Purchase Agreement (Kilroy Realty, L.P.), Note Purchase Agreement (STORE CAPITAL Corp)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers Purchaser that, as of the date hereof and as of the Closing Date, as follows:
Appears in 3 contracts
Samples: Joinder Agreement (Wood River Capital, LLC), Note Purchase Agreement (Li-Cycle Holdings Corp.), Note Purchase Agreement (Li-Cycle Holdings Corp.)
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers thatPurchaser in a Closing, as of the date hereof and of such Closing, as of the Closing Datefollows:
Appears in 3 contracts
Samples: Note Purchase Agreement (Desert Hawk Gold Corp.), Note and Warrant Purchase Agreement (Augme Technologies, Inc.), Note Purchase Agreement (Bitzio, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchasers as follows as of the date hereof and as of the Closing Dateas follows:
Appears in 3 contracts
Samples: Stock Purchase Agreement (PNV Net Inc), Series C 7% Cumulative Convertible Preferred Stock Purchase Agreement (Park N View Inc), Senior Subordinated Note and Common Stock Warrant Purchase Agreement (Creditrust Corp)
Representations and Warranties of the Company. The Company represents and warrants to each Purchaser, on the Execution Date and the date of the Buyers Closing, that, as of the date hereof and as of the Closing Date:
Appears in 3 contracts
Samples: Bond Purchase Agreement (Northwestern Corp), Bond Purchase Agreement (Northwestern Corp), Bond Purchase Agreement (Northwestern Corp)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Buyer as of the date hereof and as of the Closing DateDate as follows:
Appears in 3 contracts
Samples: Asset Purchase Agreement (Casino Resource Corp), Asset Purchase Agreement (Casino Resource Corp), Asset Purchase Agreement (Casino Resource Corp)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchaser as follows as of the date hereof and as of the Closing Date:
Appears in 3 contracts
Samples: Share Purchase Agreement (Home Inns & Hotels Management Inc.), Share Purchase Agreement (Jinglong Group Co., Ltd.), Share Purchase Agreement (JA Solar Holdings Co., Ltd.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the Initial Closing Date and each Subsequent Closing Date, if any:
Appears in 3 contracts
Samples: Securities Purchase Agreement (Velo3D, Inc.), Securities Purchase Agreement (Bionano Genomics, Inc.), Securities Purchase Agreement (Velo3D, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers thatBuyers, as of the date hereof and as of the Closing DateDate (unless otherwise provided herein), that:
Appears in 3 contracts
Samples: Securities Purchase Agreement (Alpha-en Corp), Securities Purchase Agreement (Alpha-en Corp), Securities Purchase Agreement (Alpha-en Corp)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers thatBuyers, as of the date hereof and as of the Closing Date, knowing and intending the Buyers’ reliance hereon, that:
Appears in 3 contracts
Samples: Stock Purchase Agreement (Carlyle Group L.P.), Stock Purchase Agreement (Solus Alternative Asset Management LP), Stock Purchase Agreement (Avenue Capital Management II, L.P.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, that as of the date hereof and as of the Closing Date:
Appears in 3 contracts
Samples: Common Stock Purchase Agreement (Beyond Air, Inc.), Common Stock Purchase Agreement (Beyond Air, Inc.), Common Stock Purchase Agreement (Alder Biopharmaceuticals Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the Closing DateDate and except as set forth in the Schedules prepared by the Company and attached hereto:
Appears in 3 contracts
Samples: Securities Purchase Agreement (Aradigm Corp), Securities Purchase Agreement (Aradigm Corp), Securities Purchase Agreement (Aradigm Corp)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers Holders that, as of the date hereof and as of the Closing Date:
Appears in 2 contracts
Samples: Securities Exchange Agreement (Velo3D, Inc.), Securities Exchange Agreement (Agrify Corp)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Investor as of the date hereof and as of on the Closing Date, as follows:
Appears in 2 contracts
Samples: Exchange and Recapitalization Agreement, Exchange and Recapitalization Agreement (SAVVIS, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and as of the Closing DateClosing:
Appears in 2 contracts
Samples: Securities Purchase Agreement (Medicine Man Technologies, Inc.), Securities Purchase Agreement (Medicine Man Technologies, Inc.)
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers that, Investor as of the date hereof and as of the Convertible Closing DateDate that:
Appears in 2 contracts
Samples: Securities Purchase Agreement (Morgan Stanley Dean Witter & Co), Securities Purchase Agreement (Frontstep Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers and the Agent that, as of the date hereof and as of the each Closing Date:
Appears in 2 contracts
Samples: Securities Purchase Agreement, Securities Purchase Agreement (Comscore, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchaser as of the date hereof Execution Date and as of the each Closing DateDate that:
Appears in 2 contracts
Samples: Note Purchase Agreement (Myers Industries Inc), Note Purchase Agreement (Myers Industries Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers Buyer that, as of the date hereof and as of the Closing Dateeach Closing:
Appears in 2 contracts
Samples: Debenture Purchase Agreement (Remark Holdings, Inc.), Securities Purchase Agreement (Bit Digital, Inc)
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers that, as of Buyer on the date hereof and as of the Closing Datethat:
Appears in 2 contracts
Samples: Backstop Agreement (Longevity Acquisition Corp), Voting and Support Agreement (4D Pharma PLC)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof and Initial Purchaser as of the Closing Date:
Appears in 2 contracts
Samples: Note Purchase Agreement (REV Renewables, Inc.), Note Purchase Agreement (REV Renewables, Inc.)
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers that, Buyer that as of the date hereof and as of the Closing Date:
Appears in 2 contracts
Samples: Securities Purchase Agreement (Ener1 Holdings Inc), Securities Purchase Agreement (Inprimis Inc)
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers that, Sellers as of the date hereof and as of the Closing DateDate as follows:
Appears in 2 contracts
Samples: Share Purchase Agreement (GCL Silicon Technology Holdings Inc.), Share Purchase Agreement (GCL Silicon Technology Holdings Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchasers as of the date hereof and as of the Closing DateDate as follows:
Appears in 2 contracts
Samples: Investment Agreement (Friedman Billings Ramsey Group Inc), Investment Agreement (FBR Capital Markets Corp)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers Buyer that, as of the date hereof and as of the each Closing Date:
Appears in 2 contracts
Samples: Securities Purchase Agreement (Vuzix Corp), Securities Purchase Agreement (Medicine Man Technologies, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Acquiror Company as of the date hereof and as of the Closing DateDate as follows:
Appears in 2 contracts
Samples: Securities Purchase Agreement (Predictive Technology Group, Inc.), Securities Purchase Agreement (Predictive Technology Group, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, as of the date hereof Purchaser on and as of the Closing DateDate that:
Appears in 2 contracts
Samples: Note Purchase Agreement (Perkinelmer Inc), Note Purchase Agreement (Perkinelmer Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchaser as of the date hereof and as of on the Closing Date, as follows:
Appears in 2 contracts
Samples: Securities Purchase Agreement (Savvis Communications Corp), Securities Purchase Agreement (Reuters Group PLC)
Representations and Warranties of the Company. The Company represents and warrants to each of and agrees with the Buyers thatPurchaser, as of the date hereof Initial Closing Date, and as of the each Option Closing Date, that:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Genzyme Corp), Stock Purchase Agreement (Focal Inc)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Buyer that as of the date hereof Execution Date and as of the Closing Date:Date (or as of such other time expressly specified below):
Appears in 2 contracts
Samples: Note Purchase Agreement (Deep Green Waste & Recycling, Inc.), Note Purchase Agreement (Deep Green Waste & Recycling, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers Investor Group Representative and each Purchaser that, as of the date hereof Effective Date and as of the date of each Closing Datehereunder:
Appears in 2 contracts
Samples: Master Note Agreement (CERNER Corp), Master Note Agreement (CERNER Corp)
Representations and Warranties of the Company. The Company hereby represents and warrants to each of the Buyers that, Buyer as of the date hereof and as of the Closing Date:
Appears in 2 contracts
Samples: Stock Purchase Agreement, Stock Purchase Agreement (One Horizon Group, Inc.)
Representations and Warranties of the Company. The Company represents and warrants to each of the Buyers that, Purchaser as follows as of the date hereof and as of the Closing Date:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Thomas Pharmaceuticals, Ltd.), Stock Purchase Agreement (Ivoice, Inc /De)
Representations and Warranties of the Company. The Company represents and warrants to each of to, and covenants with, the Buyers that, Purchaser as of the date hereof and as of the Closing DateDate as follows:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Usinternetworking Inc), Stock Purchase Agreement (Usinternetworking Inc)
Representations and Warranties of the Company. The Company represents and warrants to the Purchasers, and each of the Buyers thatthem, as of the date hereof and Closing Date as of the Closing Date:set forth herein.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Take Two Interactive Software Inc), Securities Purchase Agreement (Autobond Acceptance Corp)
