Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers acquiring Shares shall be true and correct in all material respects at the date of the Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 46 contracts
Samples: Series a 1 Convertible Preferred Stock Purchase Agreement (K Wave Media Ltd.), Series a 1 Convertible Preferred Stock Purchase Agreement (K Wave Media Ltd.), Series a 1 Convertible Preferred Stock Purchase Agreement (K Wave Media Ltd.)
Representations and Warranties True. The representations and warranties made by Purchaser in Section 4 made by those Purchasers acquiring Shares hereof shall be true and correct in all material respects at the date of the Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 15 contracts
Samples: Common Stock Purchase Agreement (Palm Inc), Series R Preferred Stock Purchase Agreement (Dynavax Technologies Corp), Purchase Agreement (Dynavax Technologies Corp)
Representations and Warranties True. The representations and warranties of the Purchasers contained in Section 4 made by those Purchasers acquiring Shares shall be true and correct in all material respects at on and as of the date hereof and on and as of the date of the Closing, Closing with the same force and effect as if they though such representations and warranties had been made on and as of said datethe Closing.
Appears in 13 contracts
Samples: Purchase Agreement (Therma Wave Inc), Securities Purchase Agreement (Wet Seal Inc), Purchase Agreement (Liveworld Inc)
Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers acquiring Shares hereof shall be true and correct in all material respects at the date of the Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 11 contracts
Samples: Series B Preferred Stock Purchase Agreement, Series a Preferred Stock Purchase Agreement, Securities Purchase Agreement (Encision Inc)
Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers acquiring Shares hereof shall be true and correct in all material respects at the date of the Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 10 contracts
Samples: Asset Purchase Agreement (Portola Pharmaceuticals Inc), Asset Purchase Agreement (Portola Pharmaceuticals Inc), Series C Preferred Stock Purchase Agreement (Blue Earth, Inc.)
Representations and Warranties True. The representations and warranties made by Purchasers in Section 4 made by those Purchasers acquiring Shares hereof shall be true and correct in all material respects at the date of the Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 10 contracts
Samples: Series E Preferred Stock Purchase Agreement (Adesso Healthcare Technology Services Inc), Series D Preferred Stock Purchase Agreement (Macrovision Corp), Series C Preferred Stock Purchase Agreement (Macrovision Corp)
Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers acquiring Shares in Section 4 hereof shall be true and correct in all material respects at the date of the Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 6 contracts
Samples: Series B Preferred Stock Purchase Agreement (Netlibrary Inc), Preferred Stock Purchase Agreement (Connetics Corp), Series C Preferred Stock Purchase Agreement (Improvenet Inc)
Representations and Warranties True. The representations and warranties in Section 4 made by those the Purchasers acquiring Shares shall be true and correct in all material respects at the date of the Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 4 contracts
Samples: Series H Convertible Preferred Stock Purchase Agreement (Bioject Medical Technologies Inc), Purchase Agreement (Bioject Medical Technologies Inc), Series F Convertible Preferred Stock Purchase Agreement (Bioject Medical Technologies Inc)
Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers acquiring Shares each Participating Purchaser shall be true and correct in all material respects at the date of the Closing, such Closing with the same force and effect as if they had been made on and as of said date.
Appears in 4 contracts
Samples: Series D 4 Convertible Preferred Stock and Warrant Purchase Agreement (Inphonic Inc), Series E Convertible Preferred Stock and Warrant Purchase Agreement (Inphonic Inc), Series D Convertible Preferred Stock Purchase Agreement (Inphonic Inc)
Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers acquiring Shares hereby shall be true and correct in all material respects at the date of the Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 4 contracts
Samples: Series F Preferred Stock Purchase Agreement (LendingClub Corp), Series E Preferred Stock Purchase Agreement (LendingClub Corp), Series D Preferred Stock Purchase Agreement (LendingClub Corp)
Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers acquiring Shares Securities in Section 4 hereof shall be true and correct in all material respects at the date of the Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 3 contracts
Samples: 12% Secured Promissory Note and Warrant Purchase Agreement (E Digital Corp), Series B Preferred Stock and Warrant Purchase Agreement (American Technology Corp /De/), 12% Subordinated Promissory Note and Warrant Purchase Agreement (E Digital Corp)
Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers acquiring Shares each Participating Purchaser shall be true and correct in all material respects at the date of the Closing, Closing with the same force and effect as if they had been made on and as of said date.
Appears in 3 contracts
Samples: Series D 3 Convertible Preferred Stock Purchase Agreement (Inphonic Inc), Series D 1 Convertible Preferred Stock Purchase Agreement (Inphonic Inc), Series D 2 Convertible Preferred Stock Purchase Agreement (Inphonic Inc)
Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers acquiring Shares Purchaser shall be true and correct in all material respects at the date of the Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 3 contracts
Samples: Membership Unit Purchase Agreement (Auriga Laboratories, Inc.), Stock Purchase Agreement (Auriga Laboratories, Inc.), Series a Preferred Stock Purchase Agreement (Gene Logic Inc)
Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers acquiring Shares in Section 5 hereof shall be true and correct in all material respects at the date of the Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 3 contracts
Samples: Series D Preferred Stock and Warrant Purchase Agreement (New World Coffee Manhattan Bagel Inc), Series D Preferred Stock and Warrant Purchase Agreement (Bet Associates Lp), Series D Preferred Stock and Warrant Purchase Agreement (Brookwood New World Investors LLC)
Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers acquiring Shares each Purchaser shall be true and correct in all material respects at the date of the Closingapplicable Closing Date, with the same force and effect as if they had been made on and as of said date.
Appears in 2 contracts
Samples: Subordinated Convertible Note and Warrant Purchase Agreement (Nimblegen Systems Inc), Subordinated Convertible Note and Warrant Purchase Agreement (Nimblegen Systems Inc)
Representations and Warranties True. The representations and warranties of the Purchaser contained in Section 4 made by those Purchasers acquiring Shares shall be true and correct on and as of the date hereof and shall be true and correct in all material respects at the date of the Closing, with the same force and effect as if they had been made on and as of said datethe Closing Date with the same effect as though such representations and warranties had been made as of the Closing.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Cypress Semiconductor Corp /De/), Stock Purchase Agreement (Nve Corp /New/)
Representations and Warranties True. The representations and warranties made in Section 4 made hereof by those Purchasers acquiring Shares Securities shall be true and correct in all material respects at the date of the Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 2 contracts
Samples: Series E Preferred Stock and Warrant Purchase Agreement (American Technology Corp /De/), Series D Preferred Stock and Warrant Purchase Agreement (American Technology Corp /De/)
Representations and Warranties True. The representations and warranties made by the Purchasers acquiring Shares in Section 4 made by those Purchasers acquiring Shares hereof shall be true and correct in all material respects at the date of the Closing, with the same force and effect as if they had been made on and as of said such date.
Appears in 2 contracts
Samples: Series D Preferred Stock Purchase Agreement (Landacorp Inc), Series D Preferred Stock Purchase Agreement (Landa Management Systems Corp)
Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers acquiring Shares and the Notes hereof shall be true and correct in all material respects at the date of the Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 2 contracts
Samples: Series B Preferred Stock Purchase Agreement (Mercata Inc), Series C Preferred Stock Purchase Agreement (Mercata Inc)
Representations and Warranties True. The representations and warranties of such Purchaser contained in Section 4 made by those Purchasers acquiring Shares shall be true and correct in all material respects at on and as of the date hereof and on and as of the date of the Closing, Closing with the same force and effect as if they though such representations and warranties had been made on and as of said datethe Closing.
Appears in 2 contracts
Samples: Convertible Note and Warrant Purchase Agreement (Bulldog Technologies Inc), Common Stock and Warrant Purchase Agreement (Proxim Inc /De/)
Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers Purchaser acquiring Shares hereof shall be true and correct in all material respects at the date of the Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 2 contracts
Samples: Research Collaboration and License Agreement (Five Prime Therapeutics Inc), Research Collaboration and License Agreement (Five Prime Therapeutics Inc)
Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers acquiring Shares hereunder shall be true and correct in all material respects at as of the date of the Closing, with the same force and effect as if they had been made on and as of said datehereof.
Appears in 2 contracts
Samples: Series C Preferred Stock Purchase Agreement (Veraz Networks, Inc.), Series C Preferred Stock Purchase Agreement (Eci Telecom LTD/)
Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers acquiring Shares hereof shall be true and correct in all material respects at the date of the Initial Closing or the Subsequent Closing, as applicable, with the same force and effect as if they had been made on and as of said date.
Appears in 2 contracts
Samples: Series F Preferred Stock Purchase Agreement (Gen Probe Inc), Series F Preferred Stock Purchase Agreement (Gen Probe Inc)
Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers acquiring Shares shall be hereunder are true and correct in all material respects at the date of the Closing, with the same force and effect as if they had been made on and as of said datedate hereof.
Appears in 2 contracts
Samples: Series C Preferred Stock Purchase Agreement (Veraz Networks, Inc.), Series C Preferred Stock Purchase Agreement (Eci Telecom LTD/)
Representations and Warranties True. The representations and warranties of the Purchaser contained in Section 4 made by those Purchasers acquiring Shares shall be true and correct in all material respects at on and as of the date hereof, and on and as of the date of the Closing, Closing with the same force and effect as if they though such representations and warranties had been made on and as of said datethe Closing.
Appears in 2 contracts
Samples: Convertible Note Purchase and Credit Facility Agreement (Aehr Test Systems), Stock Purchase Agreement (Avistar Communications Corp)
Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers Purchaser acquiring Shares hereof shall be true and correct in all material respects at the date of the Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Telecom Communications Inc), Series a Preferred and Common Stock Purchase Agreement (Telecom Communications Inc)
Representations and Warranties True. The representations and warranties of the Purchasers contained in Section 4 made by those Purchasers acquiring Shares shall be true and correct in all material respects at on and as of the date hereof, and on and as of the date of the Closing, Closing with the same force and effect as if they though such representations and warranties had been made on and as of said datethe Closing.
Appears in 2 contracts
Samples: Convertible Note Purchase Agreement (Avistar Communications Corp), Common Stock Purchase Agreement (Avistar Communications Corp)
Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers the Purchaser acquiring Shares hereof shall be true and correct in all material respects at the date of the Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 2 contracts
Samples: Common Stock Purchase Agreement (Ascent Solar Technologies, Inc.), Stock Purchase Agreement (Ascent Solar Technologies, Inc.)
Representations and Warranties True. The representations and ----------------------------------- warranties made by Purchaser acquiring Shares in Section 4 made by those Purchasers acquiring Shares hereof shall be true --------- and correct in all material respects at the date of the Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 1 contract
Samples: Series B Preferred Stock Purchase Agreement (FMC Corp)
Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers acquiring Shares shall be hereunder are true and correct in all material respects at the date of the Closing, with the same force and effect as if they had been made on and as of said dateClosing Date.
Appears in 1 contract
Samples: Series D Preferred Stock Purchase Agreement (Veraz Networks, Inc.)
Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers acquiring Shares hereof shall be true and correct in all material respects at the date of the Me Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 1 contract
Samples: Series a Preferred Stock and Series B Preferred Stock Purchase Agreement (Snowball Com Inc)
Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers acquiring Shares and the Warrants in Section 4 hereof shall be true and correct in all material respects at the date of the Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 1 contract
Representations and Warranties True. The representations and warranties in Section 4 6 made by those Purchasers acquiring Shares hereof shall be true and correct in all material respects at the date of the Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 1 contract
Samples: Stock and Warrant Purchase Agreement (On Stage Entertainment Inc)
Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers acquiring Shares in Section 4 hereof shall be true and correct in all material respects at the date of the Closing, Closing Date with the same force and effect as if they had been made on and as of said datethe Closing Date.
Appears in 1 contract
Samples: Series D Preferred Stock Purchase Agreement (Birch Telecom Inc /Mo)
Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers acquiring Shares hereof shall be true and correct in all material respects at the date as of the ClosingClosing Date, with the same force and effect as if they had been made on and as of said datethe Closing Date.
Appears in 1 contract
Samples: Note Purchase Agreement (Peninsula Pharmaceuticals Inc)
Representations and Warranties True. The representations and warranties made by the Purchaser acquiring Purchase Shares in Section 4 made by those Purchasers acquiring Shares hereof shall be true and correct in all material respects at the date of the Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 1 contract
Samples: Preferred Stock Purchase Agreement (Cumetrix Data Systems Corp)
Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers acquiring Shares such Purchaser shall be true and correct in all material respects at the date of the Initial Closing or the Subsequent Closing, as applicable, with the same force and effect as if they had been made on and as of said date.
Appears in 1 contract
Samples: Series C Convertible Preferred Stock Purchase Agreement (Inphonic Inc)
Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers acquiring Shares in Section 4 hereof shall be true and correct in all material respects at the date of the First Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 1 contract
Samples: Purchase Agreement (Improvenet Inc)
Representations and Warranties True. The representations and warranties made by Purchaser acquiring Shares in Section 4 made by those Purchasers acquiring Shares hereof shall be true and correct in all material respects at the date of the Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 1 contract
Samples: Series B Preferred Stock Purchase Agreement (Advanced Machine Vision Corp)
Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers acquiring Shares hereof shall be true and correct in all material respects at the date of the respective Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 1 contract
Samples: Series B Preferred Stock Purchase Agreement (Oryx Technology Corp)
Representations and Warranties True. The representations and warranties of the Purchaser contained in Section 4 made by those Purchasers acquiring Shares shall be true and correct in all material respects at on and as of the date hereof and on and as of the date of the Closing, Closing with the same force and effect as if they though such representations and warranties had been made on and as of said datethe Closing.
Appears in 1 contract
Samples: Purchase Agreement (Liveworld Inc)
Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers acquiring Shares the Purchaser shall be true and correct in all material respects at the date of the such Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 1 contract
Samples: Stock Purchase Agreement (Anthera Pharmaceuticals Inc)
Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers acquiring Shares shall Purchaser will be true and correct in all material respects at the date of the Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 1 contract
Samples: Stock Purchase Agreement (Omni Bio Pharmaceutical, Inc.)
Representations and Warranties True. The representations and warranties in Section 4 5 and Section 6 made by those Purchasers acquiring Shares hereof shall be true and correct in all material respects at the date of the Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 1 contract
Samples: Series a Preferred Stock Purchase Agreement (Peerless Systems Corp)
Representations and Warranties True. The representations and warranties made in Section 4 made hereof by those Purchasers acquiring Shares shall be true and correct in all material respects at the date of the Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 1 contract
Samples: Series C Preferred Stock Purchase Agreement (Netlibrary Inc)
Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers acquiring Shares and the Warrants in Section 4 hereof shall 15. be true and correct in all material respects at the date of the Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 1 contract
Samples: Series B Preferred Stock and Warrant Purchase Agreement (Improvenet Inc)
Representations and Warranties True. The representations and ----------------------------------- warranties of the Purchasers contained in Section 4 made by those Purchasers acquiring Shares shall will be true and correct in all material respects at on and as of the date hereof and on and as of the date of the Closing, Closing with the same force and effect as if they though such representations and warranties had been made on and as of said datethe Closing.
Appears in 1 contract
Samples: Series B Convertible Preferred Stock Purchase Agreement (Engage Technologies Inc)
Representations and Warranties True. The representations and warranties in Section 4 made by those Purchasers acquiring Shares and Warrants in Section 4 hereof shall be true and correct in all material respects at the date of the First Closing, with the same force and effect as if they had been made on and as of said date.
Appears in 1 contract
Samples: Second Series E Preferred Stock and Warrant Purchase Agreement (Improvenet Inc)
