REPRESENTATIONS, WARRANTIES AND COVENANTS OF XXXXXXXX. 7.1 Xxxxxxxx represents and warrants to, and covenants with, the Company that: (i) Xxxxxxxx is knowledgeable, sophisticated and experienced in making, and is qualified to make, decisions with respect to investments in securities representing an investment decision like that involved in the purchase of the Shares, including investments in securities issued by the Company, and has requested, received, reviewed and understood all information it deems relevant in making an informed decision to purchase the Shares, including, without limitation, the information contained in the Information Documents; (ii) it acknowledges that the offering of the Shares pursuant to this Agreement has not been reviewed by the Commission or any state regulatory authority; (iii) Xxxxxxxx is acquiring the Shares, for its own account for investment only and with no present intention of distributing any of such Shares (or any component thereof) or any arrangement or understanding with any other persons regarding the distribution of such Shares (or any component thereof); (iv) Xxxxxxxx will not, directly or indirectly, offer, sell, pledge, transfer or otherwise dispose of (or solicit any offers to buy, purchase or otherwise acquire or take a pledge of) any of the Shares (or any component thereof) except in compliance with the Shares Act, rules and regulations promulgated under the Shares Act and any applicable state securities or blue sky laws; (v) Xxxxxxxx has, in connection with its decision to purchase the number of Shares set forth on the signature page hereof, not relied upon any representations or other information (whether oral or written) other than as set forth in the Information Documents and the representations and warranties of the Company contained herein; (vi) Xxxxxxxx has had an opportunity to discuss this investment with representatives of the Company and ask questions of them and such questions have been answered to the full satisfaction of Xxxxxxxx; and (vii) Xxxxxxxx is an "accredited investor" within the meaning of Rule 501 of Regulation D promulgated under the Shares Act.
REPRESENTATIONS, WARRANTIES AND COVENANTS OF XXXXXXXX. Xxxxxxxx hereby represents and warrants to the Company and agrees with the Company that, as of the date of this Agreement and as of the Exchange Date:
REPRESENTATIONS, WARRANTIES AND COVENANTS OF XXXXXXXX. Xxxxxxxx, as of the Commitment Date and each applicable Closing Date, hereby represents and warrants to the Seller that:
REPRESENTATIONS, WARRANTIES AND COVENANTS OF XXXXXXXX. In connection with and as an inducement to Buyers to enter into and be bound by the terms of this Agreement, Xxxxxxxx hereby represents, warrants and covenants to Buyers as follows:
REPRESENTATIONS, WARRANTIES AND COVENANTS OF XXXXXXXX. Xxxxxxxx hereby represents and warrants to, and covenants with, Lifecodes as follows:
REPRESENTATIONS, WARRANTIES AND COVENANTS OF XXXXXXXX. Xxxxxxxx hereby represents and warrants to and covenants with the Company (which representations, warranties and covenants shall survive the closing) that:
REPRESENTATIONS, WARRANTIES AND COVENANTS OF XXXXXXXX. Xxxxxxxx hereby represents warrants and covenants to DRH that:
REPRESENTATIONS, WARRANTIES AND COVENANTS OF XXXXXXXX. Xxxxxxxx hereby represents as of the date hereof that the execution, delivery and performance by Xxxxxxxx of this Agreement and the consummation of the transactions contemplated hereby are within Xxxxxxxx’x corporate powers and have been duly authorized by all necessary corporate action on the part of Xxxxxxxx; and that this Agreement has been duly executed and delivered by Xxxxxxxx and constitutes a legal, valid and binding obligation of Xxxxxxxx, enforceable against Xxxxxxxx in accordance with its terms, except that such enforcement may be subject to (a) bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting or relating to enforcement of creditors’ rights generally and (b) general principles of equity.
REPRESENTATIONS, WARRANTIES AND COVENANTS OF XXXXXXXX. Xxxxxxxx represents and warrants to, and agrees with, the Investor as follows:
REPRESENTATIONS, WARRANTIES AND COVENANTS OF XXXXXXXX. Xxxxxxxx warrants, represents and covenants to Buyer that it shall, at its own expense:
