Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the First Closing Date with the same force and effect as if they had been made as of the First Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the First Closing.
Appears in 3 contracts
Samples: Second Series E Preferred Stock and Warrant Purchase Agreement (Improvenet Inc), Preferred and Common Stock Purchase Agreement (Array Biopharma Inc), Purchase Agreement (Improvenet Inc)
Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of on the First Closing Date with the same force and effect as if they had been made on and as of said date; except as described in or contemplated by the First Offering Materials, the business, assets, financial condition and results of operations of the Company shall not have been adversely affected in any material way prior to the Closing Date, ; and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the First ClosingClosing Date.
Appears in 3 contracts
Samples: Registration Rights Agreement (Med-Design Corp), u.s. Note and Warrant Purchase Agreement (Sunrise Technologies International Inc), Note and Warrant Purchase Agreement (Sunrise Technologies International Inc)
Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the First Closing Date with the same force and effect as if they had been made as of the First such Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the First such Closing.
Appears in 2 contracts
Samples: Series C Preferred Stock Purchase Agreement (Qualmark Corp), Series C Preferred Stock Purchase Agreement (Qualmark Corp)
Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the First Closing Date with the same force and effect as if they had been made as of the First Closing Date, and the . The Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the First Closing.
Appears in 2 contracts
Samples: Series C Preferred Stock Purchase Agreement (Asia Online LTD), Series B Preferred Stock Purchase Agreement (Asia Online LTD)
Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the First Initial Closing Date with the same force and effect as if they had been made as of the First Initial Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the First Initial Closing.
Appears in 2 contracts
Samples: Series a Preferred Stock Purchase Agreement (Careguide Inc), Purchase Agreement (Requisite Technology Inc /Co)
Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of on the First Closing Date with the same force and effect as if they had been made on and as of the First Closing Datesaid date, and the Company shall have performed and complied with all obligations and conditions herein required to be performed or observed complied with by it on or prior to the First Closing.
Appears in 2 contracts
Samples: Series G Preferred Stock and Warrant Purchase Agreement (General Magic Inc), Series E Preferred Stock and Warrant Purchase Agreement (General Magic Inc)
Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of at the First Closing Date with the same force and effect as if they had been made as of the First Closing Datesuch date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the First Closing.
Appears in 2 contracts
Samples: Common Stock Purchase Agreement (Veron International LTD), Common Stock Purchase Agreement (Genelabs Technologies Inc /Ca)
Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as at the date of the First Closing Date with the same force and effect as if they had been made on and as of the First Closing Datesuch date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the First Closing.
Appears in 1 contract
Samples: Collaborative Research and License Agreement (Axys Pharmecueticals Inc)
Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as on the date of the First Closing Date with the same force and effect as if they had been made on and as of said date; the First Closing Date, business and assets of the Company shall not have been adversely affected in any material way prior to the Closing; and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the First Closing.
Appears in 1 contract
Samples: Stock Purchase Agreement (Invision Technologies Inc)
Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the First each Closing Date with the same force and effect as if they had been made as of the First Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the First Closing.
Appears in 1 contract
Samples: Unit Purchase Agreement (Financial Commerce Network Inc)
Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as on the date of the First Second Closing Date with the same force and effect as if they had been made on and as of said date; the First Closing Date, business and assets of the Company shall not have been adversely affected in any material way prior to the Second Closing; and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the First Second Closing.
Appears in 1 contract
Samples: Series D Convertible Preferred Stock Purchase Agreement (Cocensys Inc)
Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section Sections 3 hereof shall be true and correct in all material respects as of the First Closing Date with the same force and effect as if they had been made as of the First such Closing Date, and the Company shall have performed and complied with all obligations agreements and conditions herein required to be performed or observed complied with by it on or prior to before the First Closing.
Appears in 1 contract
Samples: Series D Preferred Stock Purchase Agreement (Myogen Inc)
Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of on the First Closing Date with the same force and effect as if they had been made on and as of said date; the First business, assets, financial condition and results of operations of the Company shall not have been adversely affected in any material way prior to the Closing Date, ; and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the First ClosingClosing Date.
Appears in 1 contract
Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the First Initial Closing Date with the same force and effect as if they had been made as of the First Initial Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the First Closing.
Appears in 1 contract
Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company Corporation in Section 3 hereof shall be true and correct in all material respects as of the First Closing Date with the same force and effect as if they had been made as of the First Closing Date, and the Company Corporation shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the First Closing.
Appears in 1 contract
Samples: Series E Preferred Stock Purchase Agreement (Adesso Healthcare Technology Services Inc)
Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the First such Closing Date with the same force and effect as if they had been made as of the First such Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the First Closingsuch Closing Date.
Appears in 1 contract
Samples: Securities Purchase Agreement (Birch Telecom Inc /Mo)
Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 (excepting Sections 3.6(b) and 3.9) hereof shall be true and correct in all material respects as of the First Closing Date with the same force and effect as if they had been made as of the First Closing DateClosing, and the Company shall have performed and complied with all obligations and conditions herein required to be performed or observed complied with by it on or prior to the First Closing.
Appears in 1 contract
Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects (except for such representations and warranties that are qualified as to materiality, material adverse effect or material adverse change which shall be true and correct in all respects) as of the First Initial Closing Date with the same force and effect as if they had been made as of the First Initial Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the First ClosingInitial Closing Date.
Appears in 1 contract
Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the First Closing Date with the same force and effect as if they had been made as of the First Closing Dateon such date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the First Second Closing.
Appears in 1 contract
Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 -11- hereof shall be true and correct in all material respects as of the First Closing Date with the same force and effect as if they had been made as of the First Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the First Closing.
Appears in 1 contract
Samples: Series R Preferred Stock Purchase Agreement (Dynavax Technologies Corp)
Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the First Closing Date with the same force and effect as if they had been made as of the First Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the First ClosingClosing Date.
Appears in 1 contract
Samples: Series D Preferred Stock Purchase Agreement (Birch Telecom Inc /Mo)
Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the First Closing Date with the same force and effect as if they had been made as of the such First Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the First Closing.
Appears in 1 contract
Samples: Series C Preferred Stock Purchase Agreement (Myogen Inc)
Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as on the date of the First Closing Date with the same force and effect as if they had been made on and as of said date; the business and assets of the Company shall not have been adversely affected in any material way prior to the First Closing Date, Closing; and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the First Closing.
Appears in 1 contract
Samples: Series D Convertible Preferred Stock Purchase Agreement (Cocensys Inc)
Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section SECTION 3 hereof shall be true and correct in all material respects as of the First Closing Date with the same force and effect as if they had been made as of the First Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the First Closing.
Appears in 1 contract
Samples: Series B Preferred Stock Purchase and Exchange Agreement (Planetcad Inc)
Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be 13 true and correct in all material respects as of the First Closing Date with the same force and effect as if they had been made as of the First Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the First Closing.
Appears in 1 contract
Samples: Securities Purchase Agreement (Vobis Microcomputer Ag)
Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the First Closing Date with the same force and effect as if they had been made as of the First Closing Date, and the Company shall have performed and complied with all obligations agreements and conditions herein required to be performed or observed complied with by it on or prior to the First Closing.
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Softbank Technology Ventures Vi L P)
Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section Sections 3 and 6.13 hereof shall be true and correct in all material respects as of the First Closing Date with the same force and effect as if they had been made as of the such First Closing Date, and the Company shall have performed and complied with all obligations agreements and conditions herein required to be performed or observed complied with by it on or prior to before the First Closing.
Appears in 1 contract
Samples: Series D Preferred Stock Purchase Agreement (Myogen Inc)
