Representations and Warranties Regarding the Purchase and Sale Sample Clauses

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Representations and Warranties Regarding the Purchase and Sale 

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Related to Representations and Warranties Regarding the Purchase and Sale

• Representations and Warranties Borrower represents and warrants as follows:

• Limitation of Liability No provision hereof, in the absence of any affirmative action by the Holder to exercise this Warrant to purchase Warrant Shares, and no enumeration herein of the rights or privileges of the Holder, shall give rise to any liability of the Holder for the purchase price of any Common Stock or as a stockholder of the Company, whether such liability is asserted by the Company or by creditors of the Company.

• Survival The representations and warranties contained herein shall survive the Closing and the delivery of the Securities.

• NOW, THEREFORE the parties hereto agree as follows:

• Entire Agreement This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter contained in this Agreement and supersedes all prior agreements, understandings and negotiations between the parties.

• RECITALS The above recitals are true and correct and are incorporated herein, in their entirety, by this reference.

• Indemnification In the event any Registrable Securities are included in a Registration Statement under this Agreement:

• Confidentiality (a) Subject to Section 7.15(c), during the Term and for a period of three

• WHEREAS the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants; and

• General Provisions In connection with any Registration Statement and any Prospectus required by this Agreement to permit the sale or resale of Transfer Restricted Securities (including, without limitation, any Registration Statement and the related Prospectus required to permit resales of Initial Securities by Broker-Dealers), each of the Company and the Guarantors shall: