Representations and Warranties by ▇▇▇▇▇ Sample Clauses

Representations and Warranties by ▇▇▇▇▇. In order to induce Fargo to --------------------------------------- enter into this Agreement, ▇▇▇▇▇ hereby covenants with, and represents and warrants to, Fargo as follows:

Representations and Warranties by ▇▇▇▇▇. SIDCO represents and warrants that: 2.03.01. ▇▇▇▇▇ has full power, right, and authority to execute and deliver this Agreement and to consummate the transactions contemplated hereby; 2.03.02. the execution and delivery of this Agreement and the consummation of the transactions contemplated hereby have been duly and validly approved by all requisite action on SIDCO’s part, and no other proceedings on SIDCO’s part are necessary to approve this Agreement or to consummate the transactions contemplated hereby; 2.03.03. this Agreement has been duly executed and delivered by ▇▇▇▇▇ and constitutes a legal, valid, and binding obligation, enforceable against SIDCO in accordance with the Agreement’s terms; 2.03.04. information about litigation to which SEI or SEI’s affiliates is a party shall be set forth in SEI Investments Company’s periodic SEC filings in accordance with the rules of the SEC and shall be publicly available on filings on Forms 10-Q, 10-K, and 8-K from time to time; 2.03.05. there is no injunction, order, judgment, decree, or regulatory restriction imposed specifically upon SIDCO or any of SIDCO’s properties or assets; 2.03.06. SIDCO is not in default under any statutory obligations whatsoever (including the payment of any tax) which materially and adversely affects, or is likely materially and adversely to affect, SIDCO’s business or financial condition; and 2.03.07. ▇▇▇▇▇ is a member of Financial Industry Regulatory Authority (“FINRA”) and agrees to abide by all of the rules and regulations of FINRA, including, without limitation, the NASD Conduct Rules. ▇▇▇▇▇ agrees to comply with all applicable federal and state laws, rules, and regulations as applicable to SIDCO. ▇▇▇▇▇ agrees to notify the Adviser immediately in the event of ▇▇▇▇▇’s expulsion or suspension by FINRA.

Representations and Warranties by ▇▇▇▇▇. Buyer represents and warrants to Seller as follows:

Representations and Warranties by ▇▇▇▇▇. ▇▇▇▇▇ represents and warrants to Arcelor as follows, which representations and warranties shall be true, complete and correct as of the date hereof and as of the Closing Date (regardless of whether or not they expressly refer to the Closing Date) and shall survive the Closing of the Transactions contemplated herein except as otherwise provided in this Agreement, and Arcelor’s right to rely on such representations and warranties shall not be impaired by any investigation hereto or hereafter made by or for Arcelor, any notice to Arcelor or any actual or constructive knowledge of Arcelor.

Representations and Warranties by ▇▇▇▇▇. ▇▇▇▇▇ hereby represents, warrants, covenants and agrees to and with Stockholders as follows:

Representations and Warranties by ▇▇▇▇▇. ▇▇▇▇▇ represents and warrants to TL as follows (such representations and warranties to survive the completion of the issuance of the Shares to TL): (a) ▇▇▇▇▇ has the full right, power and authority to sell, transfer and deliver the Shares to TL. (b) Upon delivery of the certificates for the Shares, TL will have good, valid and marketable title thereto free and clear of any restriction, claim, lien, charge, encumbrance or equity whatsoever except (i) such restrictions on transfer as are required under federal and applicable state securities laws and (ii) as provided in this Agreement.

Representations and Warranties by ▇▇▇▇▇. (a) Buyer represent and warrant that as of the date hereof:

Representations and Warranties by ▇▇▇▇▇. Buyer represents and warrants to Seller that Buyer is duly organized, qualified and in good standing, and has the requisite power and authority to enter into and perform this Agreement and Buyer’s Closing Documents; such documents have been duly authorized by all necessary action; such documents are valid and binding obligations of Buyer, and are enforceable in accordance with their terms; and performance by Buyer under such documents does not conflict with or result in a violation of any material agreement, judgment, order, or decree to which Buyer is a party or by which Buyer is bound.

Representations and Warranties by ▇▇▇▇▇. ▇▇▇▇▇ represents and warrants to Oasmia that: (a) ▇▇▇▇▇ and its Affiliates are the legal and beneficial owner of the ▇▇▇▇▇ Patents and Associated Intellectual Property and ▇▇▇▇▇ has the right to grant to Oasmia the Licence as set out in this Agreement in respect of the ▇▇▇▇▇ Patents and Associated Intellectual Property, free of all restrictions, liens, charges, encumbrances or other rights; (b) to the best of its knowledge, any information provided in the Cantrixil Dossier and in relation to the ▇▇▇▇▇ Know-How is complete, adequate, true and accurate; (c) the graphical representation in Part 2 of Schedule 2 accurately depicts the chemical structure of Cantrixil; (d) subject to clause 11.8 and to the best of its knowledge, the ▇▇▇▇▇ Patents and Associated Intellectual Property are valid and enforceable and are not being, and have not been, infringed, and there is no matter, fact or circumstance which would, or would be likely to. render the ▇▇▇▇▇ Patents or Associated Intellectual Property void or voidable on any grounds; (e) subject to clause 11.8 and to the best of its knowledge, the Development, Manufacturing or Commercialisation of the Licensed Product the subject of the ▇▇▇▇▇ Patents and Associated Intellectual Property by Oasmia in accordance with this Agreement will not infringe any right of any third party nor give rise to a right entitling any third party to make a claim against Oasmia, any of its Affiliates, or any sub-licensee or subcontractor of Oasmia, whether for the payment of compensation, royalties or otherwise; Development and Commercialisation Licence Agreement (f) to the best of its knowledge, none of ▇▇▇▇▇ or any of its Affiliates have transferred, assigned or granted to any person any right, licence under or interest in the ▇▇▇▇▇ Patents or Associated Intellectual Property or which is inconsistent with the Licence as set out in this Agreement; and