Representations of Holders. Each Holder hereby represents to and covenants with the Company that, during the period in which any Registration Statement effected pursuant to Section 1.2 remains effective, such Holder will:
Representations of Holders. Each Holder represents and warrants to each other party as of the date that such Holder becomes a party to this Agreement that such Holder is not bound by any agreement or commitment that conflicts with or could interfere with the performance of such Holder’s obligations under this Agreement.
Representations of Holders. At the Closing, each of CANNAVOLVE’s HOLDERS will sign an investment letter, by which each Investor will represent the following: Investment Intent. The Holders are acquiring the shares of the Company solely for each of their own accounts, as principals, for investment purposes and not with a view to, or for resale in connection with, any distribution or underwriting of such shares. The Investors understand that the shares of Company stock issued to them under this Agreement have not been registered under either the United States Securities Act of 1933 or any state securities law, that the Investors must hold the such shares unless they are subsequently registered under those laws or transferred in reliance on an opinion of counsel, acceptable to the Company, that registration under those laws is not required, and that the certificates representing such shares will bear a legend to the foregoing effect.
Representations of Holders. In order to induce the Issuer to issue and sell the Notes to the Holders, each Holder hereby represents and warrants to the Issuer, and acknowledges as follows
Representations of Holders. Each Holder represents and warrants to the Company that it or its nominee is the registered holder of the aggregate principal amount of Notes set forth opposite such Holder’s name on Schedule I to this First Amendment, and that it has full power and authority to execute and deliver this First Amendment with respect to the Notes set forth opposite such Holder’s name on Schedule I to this First Amendment. Each Holder hereby confirms the accuracy of the payment instructions set forth in Schedule A to the Note Agreement unless such Holder shall have otherwise advised the Company in writing after the date of this First Amendment and not less than two Business Days prior to the Blackstone Prepayment Date.
Representations of Holders. Each Holder represents and warrants to Biophan that:
Representations of Holders. As a material inducement to the Company to enter into this Agreement, each of the Holders individually represents and warrants to the Company as follows:
Representations of Holders. Each Holder represents and warrants to the Company that it or its nominee is the registered holder of the aggregate principal amount of Notes set forth opposite such Holder’s name on Schedule I to this First Amendment, and that it has full power and authority to execute and deliver this First Amendment with respect to the Notes set forth opposite such Holder’s name on Schedule I to this First Amendment.
Representations of Holders. Each Holder executing this Consent hereby represents that it is the person in whose name the aggregate principal amount of Securities set forth below such Holder’s name in the signature pages attached hereto is registered on the books of the Trustee, as Registrar.
Representations of Holders. Each of the Holders hereby represents and warrants to each of the other Holders and to the Purchaser that such Holder: (a) owns and has the right to vote the number of Shares set forth on Schedule A attached hereto, (b) has full power to enter into this Agreement and has not, prior to the date of this Agreement, executed or delivered any proxy or entered into any other voting agreement or similar arrangement which has not
