WARRANTIES IN RELATION TO THE COMPANY Sample Clauses

WARRANTIES IN RELATION TO THE COMPANY. 4.3.1 Constitution, existence, authorities, capacity and conformity of the Company. The copy of the Articles attached to the Disclosure Letter is true, complete and accurate. The Company is incorporated and registered in accordance with the laws of France and is duly organised and validly existing under such laws with the full power and authority to enable it to own its assets and properties and carry on its Business as currently conducted. The Articles and other constitutional documents of the Company are in conformity with the laws and regulations in force. The extract K-Bis and the declaration de non-faillite of the Company contains true and accurate information and is up-to-date. The Company, (i) is able to meet its debts as they fall due and is not in default under any debt financing or declared to be in redressement judiciaire, liquidation judiciaire or any equivalent proceedings in any jurisdiction other than France, and no ad hoc administrator has been appointed; (ii) has not ----------------------------------------------------------------------------- 19 <PAGE> been granted a suspension provisoire des poursuites, nor is it the subject of reglement amiable or any equivalent relief in any jurisdiction other than France. The accounting books, statutory registers, books and other corporate records of the Company required by applicable laws and regulations are (i) up-to-date, (ii) have been kept by the Company, are in their possession and have been properly maintained, (iii) reflect all corporate action taken by the Company, and (iv) contain information which is true and accurate and which has been recorded in accordance with applicable laws and regulations save in each of the above cases for minor irregularities. All legally required formalities, filings, registrations of documents (including those with the Registry of Commerce and Companies or equivalent) and legal publications are now current. 4.3.2
AutoNDA by SimpleDocs

Related to WARRANTIES IN RELATION TO THE COMPANY

  • Warranties of the Company The Company represents and warrants to, and agrees with you, as set forth below:

  • REPRESENTATIONS AND WARRANTIES RELATING TO THE COMPANY The Company represents and warrants to Purchaser as follows:

  • Representations and Warranties Regarding the Company (a) The Company represents and warrants to, and agrees with, the several Underwriters, as of the date hereof and as of the Closing Date and as of each Option Closing Date, if any, as follows:

  • REPRESENTATIONS AND WARRANTIES CONCERNING THE COMPANY The Company and Seller jointly and severally represent and warrant to the Purchaser that the statements contained in this Section 5 are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date (as though made then and as though the Closing Date were substituted for the date of this Agreement throughout this Section 5).

  • Representation and Warranties of the Company The Company hereby makes the following representations and warranties to the Purchaser:

  • Representation of the Company The Company hereby acknowledges that the status of the Escrow Agent with respect to the offering of the Shares is that of agent only for the limited purposes herein set forth, and hereby agrees it will not represent or imply that the Escrow Agent, by serving as the Escrow Agent hereunder or otherwise, has investigated the desirability or advisability of an investment in the Shares, or has approved, endorsed or passed upon the merits of the Shares, nor shall the Company use the name of the Escrow Agent in any manner whatsoever in connection with the offer or sale of the Shares, other than by acknowledgement that it has agreed to serve as Escrow Agent for the limited purposes herein set forth.

  • Representations and Warranties of the Company The Company represents and warrants to each Underwriter that:

  • Representations and Warranties of the Consultant The Consultant represents and warrants to and covenants with the Company that:

  • Breach of Representations and Warranties by the Company If the Company breaches any of the representations or warranties set forth in this Section 3, and in addition to any other remedies available to the Buyer pursuant to this Agreement, it will be considered an Event of default under Section 3.4 of the Note.

  • Representations and Warranties will be Relied Upon by the Company 8.1 The Subscriber acknowledges that the representations and warranties contained herein are made by it with the intention that such representations and warranties may be relied upon by the Company and its legal counsel in determining the Subscriber's eligibility to purchase the Shares under applicable securities legislation, or (if applicable) the eligibility of others on whose behalf it is contracting hereunder to purchase the Shares under applicable securities legislation. The Subscriber further agrees that by accepting delivery of the certificates representing the Shares on the Closing Date, it will be representing and warranting that the representations and warranties contained herein are true and correct as at the Closing Date with the same force and effect as if they had been made by the Subscriber on the Closing Date and that they will survive the purchase by the Subscriber of Shares and will continue in full force and effect notwithstanding any subsequent disposition by the Subscriber of such Shares.

Time is Money Join Law Insider Premium to draft better contracts faster.