Material Facts. This Agreement, the schedules furnished contemporaneously herewith, and the other written agreements, documents, certificates or statements furnished or to be furnished to the Investor through each Closing Date by or on behalf of the Company in connection with the transactions contemplated hereby taken as a whole, do not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements contained therein or herein, in light of the circumstances in which they were made, not misleading. In addition, there is no fact which is known to the Company and which has not been disclosed herein or otherwise by the Company to the Investors which would reasonably be expected to have a Material Adverse Effect. The materials, information and projections presented to the Investors have been prepared in a good faith effort by the Company to describe the Company’s present and proposed products, and projected growth and do not contain any materially misleading statement or omissions therein. While such projections were made by management in good faith based on factual assumptions believed to be true, no representations are made in respect to the accuracy or reliability of such projections.
Appears in 3 contracts
Sources: Convertible Preferred Note Purchase and Investment Agreement (Gold Torrent, Inc.), Securities Purchase Agreement, Securities Purchase Agreement
Material Facts. This Agreement, the schedules furnished contemporaneously herewith, and the other written agreements, documentsTransaction Documents, certificates or written statements furnished or to be furnished to the Investor Investors through each the Closing Date by or on behalf of the Company in connection with the transactions contemplated hereby taken as a whole, do not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements contained therein or herein, in light of the circumstances in which they were made, not misleading. In addition, there There is no fact which is known to the Company and which has not been disclosed herein or otherwise by the Company to the Investors which would reasonably be expected to have a Material Adverse Effect. The materials, information and projections presented to the Investors have been prepared in a good faith effort by the Company to describe the Company’s present and proposed products, and projected growth and do the Company is not contain aware of any materially misleading statement or omissions therein. While such the projections were made by management in good faith based on factual assumptions believed to be true, no representations are made in respect to the accuracy or reliability of such projections.
Appears in 1 contract
Sources: Securities Purchase Agreement (WisdomTree Investments, Inc.)
Material Facts. This Agreement, the schedules furnished contemporaneously herewith, and the other written agreements, documents, certificates or statements furnished or to be furnished to the Investor through each Closing Date Purchaser hereunder by or on behalf of the Company Seller in connection with the transactions contemplated hereby taken as a whole, do not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements contained therein or herein, in light of the circumstances in which they were made, not misleading. In addition, there is no fact which is known to the Company Seller and which has not been disclosed herein or otherwise by the Company Seller to the Investors Purchaser which would reasonably be expected to have a Material Adverse Effect. The materials, information and projections presented to the Investors Purchaser have been prepared in a good faith effort by the Company Seller to describe the CompanySeller’s present and proposed products, and projected growth and do not contain any materially misleading statement or omissions therein. While such projections were made by management in good faith based on factual assumptions believed to be true, no representations are made in respect to the accuracy or reliability of such projections.
Appears in 1 contract
Sources: Gold and Silver Prepayment Agreement (Gold Torrent, Inc.)
Material Facts. This Agreement, the schedules furnished contemporaneously herewith, and the other written agreements, documentsTransaction Documents, certificates or written statements furnished or to be furnished to the Investor Investors through each the Closing Date by or on behalf of the Company in connection with the transactions contemplated hereby taken as a whole, do not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements contained therein or herein, in light of the circumstances in which they were made, not misleading. In addition, there There is no fact which is known to the Company and which has not been disclosed herein or otherwise by the Company to the Investors which would reasonably be expected to have a Material Adverse Effect. The materials, materials and information and projections presented to the Investors have been prepared in a good faith effort by the Company to describe the Company’s present and proposed products, and projected growth and do the Company is not contain aware of any materially misleading statement or omissions therein. While such projections were made by management in good faith based on factual assumptions believed to be true, no representations are made in respect to the accuracy or reliability of such projections.
Appears in 1 contract
Sources: Securities Purchase Agreement (WisdomTree Investments, Inc.)