Common use of Representations, Warranties, Covenants and Agreements to Survive Delivery Clause in Contracts

Representations, Warranties, Covenants and Agreements to Survive Delivery. All representations, warranties, covenants and agreements of the Company and you herein or in certificates delivered pursuant hereto, and the indemnity and contribution agreements contained in Section 11 hereof shall remain operative and in full force and effect regardless of any investigation made by or on behalf of you or any person controlling you within the meaning of the Securities Act or the Exchange Act, or by or on behalf of the Company or any of its officers, directors or controlling persons within the meaning of the Securities Act or the Exchange Act, and shall survive the completion of the Exchange Offer or termination of this Agreement.

Appears in 10 contracts

Samples: www.sec.gov, Dealer Manager Agreement (Xoma LTD /De/), Dealer Manager Agreement (Xoma LTD /De/)

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Representations, Warranties, Covenants and Agreements to Survive Delivery. All representations, warranties, covenants and agreements of the Company and you the Underwriters herein or in certificates delivered pursuant hereto, and the indemnity and contribution agreements contained in Section 11 8 hereof shall remain operative and in full force and effect regardless of any investigation made by or on behalf of you any Underwriter or any controlling person controlling you within the meaning of the Securities Act or the Exchange Act, or by or on behalf of the Company or any of its officers, directors or controlling persons within the meaning of the Securities Act or the Exchange Act, and shall survive the completion delivery of the Exchange Offer Shares to the several Underwriters hereunder or termination of this Agreement.

Appears in 9 contracts

Samples: Underwriting Agreement (Metalogics Inc), Underwriting Agreement (Cambridge Neuroscience Inc), Underwriting Agreement (Cambridge Neuroscience Inc)

Representations, Warranties, Covenants and Agreements to Survive Delivery. All representations, warranties, covenants and agreements of the Company and you herein or in certificates delivered pursuant hereto, and the indemnity and contribution agreements contained in Section 11 hereof shall remain operative and in full force and effect regardless of any investigation made by or on behalf of you or any person controlling you within the meaning of the Securities Act or the Exchange Act, or by or on behalf of the Company or any of its officers, directors or controlling persons within the meaning of the Securities Act or the Exchange Act, and shall survive the completion of the Exchange Cash Offer or termination of this Agreement.

Appears in 4 contracts

Samples: Placement Agreement (Alkermes Inc), Distribution Agreement (Read Rite Corp /De/), Placement Agreement (Coeur D Alene Mines Corp)

Representations, Warranties, Covenants and Agreements to Survive Delivery. All representations, warranties, covenants and agreements of the Company and you herein or in certificates delivered pursuant hereto, and the indemnity and contribution agreements contained in Section 11 hereof shall remain operative and in full force and effect regardless of any investigation made by or on behalf of you or any person controlling you within the meaning of the Securities Act or the Exchange Act, or by or on behalf of the Company or any of its officers, directors or controlling persons within the meaning of the Securities Act or the Exchange Act, and shall survive the completion of the Exchange Offer New Money Offering or termination of this Agreement.

Appears in 4 contracts

Samples: Placement Agent Agreement (Oscient Pharmaceuticals Corp), Placement Agreement (Xoma LTD /De/), Placement Agreement (Viropharma Inc)

Representations, Warranties, Covenants and Agreements to Survive Delivery. All representations, warranties, covenants and agreements of the Company and you herein or in certificates delivered pursuant hereto, and the indemnity and contribution agreements agreement contained in Section 11 hereof shall remain operative and in full force and effect regardless of any investigation made by or on behalf of you or any person controlling you within the meaning of the Securities Act or the Exchange Act, or by or on behalf of the Company or any of its officers, directors or controlling persons within the meaning of the Securities Act or the Exchange Act, and shall survive the completion of the Exchange Offer Offering or termination of this Agreement.

Appears in 1 contract

Samples: Placement Agent Agreement (Amaizing Energy Holding Company, LLC)

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Representations, Warranties, Covenants and Agreements to Survive Delivery. All representations, warranties, covenants and agreements of the Company and you herein or in certificates delivered pursuant hereto, and the indemnity and contribution agreements contained in Section 11 hereof shall remain operative and in full force and effect regardless of any investigation made by or on behalf of you or any person controlling you within the meaning of the Securities Act or the Exchange Act, or by or on behalf of the Company or any of its officers, directors or controlling persons within the meaning of the Securities Act or the Exchange Act, and shall survive the completion of the Exchange Offer Offers or termination of this Agreement.

Appears in 1 contract

Samples: Dealer Manager Agreement (Oscient Pharmaceuticals Corp)

Representations, Warranties, Covenants and Agreements to Survive Delivery. All representations, warranties, covenants and agreements of the Company and you the Placement Agents herein or in certificates delivered pursuant hereto, and the indemnity and contribution agreements contained in Section 11 7 hereof shall remain operative and in full force and effect regardless of any investigation made by or on behalf of you the Placement Agents or any controlling person controlling you within the meaning of the Securities Act or the Exchange Act, or by or on behalf of the Company or any of its officers, directors or controlling persons within the meaning of the Securities Act or the Exchange Act, and shall survive the completion delivery of the Exchange Offer Shares to the Investors or termination of this Agreement.

Appears in 1 contract

Samples: Enterprise Systems Inc /De/

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