REPRESENTATIONS AND WARRANTIES OF ARADIGM Sample Clauses

The "Representations and Warranties of Aradigm" clause sets out specific statements and assurances made by Aradigm regarding its authority, legal standing, and the accuracy of information provided in the agreement. Typically, this clause covers matters such as Aradigm’s corporate existence, power to enter into the agreement, compliance with laws, and the absence of undisclosed liabilities or litigation. Its core function is to provide the other party with confidence in Aradigm’s ability to fulfill its obligations and to allocate risk by making Aradigm responsible for the truthfulness of these statements.
REPRESENTATIONS AND WARRANTIES OF ARADIGM. Aradigm hereby represents and warrants to Purchaser as follows:
REPRESENTATIONS AND WARRANTIES OF ARADIGM. Aradigm represents and warrants to Novo Nordisk and Novo Nordisk Delivery Technologies, Inc. as of the date hereof and as of the Closing Date that:
REPRESENTATIONS AND WARRANTIES OF ARADIGM. Except as otherwise set forth on the Schedule of Exceptions attached hereto as Exhibit A, Aradigm hereby represents and warrants to Novo Nordisk as of the date hereof and as of the First Closing Date as follows:
REPRESENTATIONS AND WARRANTIES OF ARADIGM. Except as otherwise set forth on the Schedule of Exceptions attached hereto as Exhibit A, which shall contain Section numbers specifically corresponding to the Section numbers in this Agreement, or, with respect to the Second Closing, the Second Schedule of Exceptions, which shall be provided to SB at the Second Closing and shall be attached to Exhibit A hereto, Aradigm hereby represents and warrants to SB as follows:
REPRESENTATIONS AND WARRANTIES OF ARADIGM. Section 3.01. Corporate Existence and Power 10 Section 3.02. Corporate Authorization 10 Section 3.03. Governmental Authorization 10 Section 3.04. Noncontravention 11 Section 3.05. Required and Other Consents 11 Section 3.06. Absence of Certain Changes 11 Section 3.07. No Undisclosed Material Liabilities 13 Section 3.08. Material Contracts 13 Section 3.09. Litigation 14 Section 3.10. Compliance with Laws and Court Orders 14 Section 3.11. Properties 14 Section 3.12. Title to the Transferred Assets 16 Section 3.13. Intellectual Property 16 Section 3.14. Insurance Coverage 17 Section 3.15. Licenses and Permits 18 Section 3.16. Inventories and Supplies 18 Section 3.17. Documents 18 Section 3.18. Finders’ Fees 18 Section 3.19. Employees 18 Section 3.20. Environmental Compliance 19 Section 3.21. Representations 20 Section 3.22. Compliance With Existing Agreements 20
REPRESENTATIONS AND WARRANTIES OF ARADIGM. 6 2.1 Organization and Standing; Articles and Bylaws..................................................6 2.2 Authorization...................................................................................6
REPRESENTATIONS AND WARRANTIES OF ARADIGM 

Related to REPRESENTATIONS AND WARRANTIES OF ARADIGM

  • Representations and Warranties of ALPS ALPS represents and warrants to the Trust that: (a) It is duly organized and existing as a corporation and in good standing under the laws of the State of Colorado. (b) It is empowered under applicable laws and by its Articles of Incorporation and By-laws to enter into and perform this Agreement. (c) All requisite corporate proceedings have been taken to authorize it to enter into and perform this Agreement. (d) It has and will continue to have access to the necessary facilities, equipment and personnel to perform its duties and obligations under this Agreement in accordance with industry standards.

  • Representations and Warranties of ▇▇▇▇▇▇ In connection with the Awarded Common Shares, ▇▇▇▇▇▇ makes the following representations and warranties to the Company: (i) ▇▇▇▇▇▇ has sufficient experience in business, financial and investment matters to be able to evaluate the risks involved in the acquisition of the Awarded Common Shares and to make an informed investment decision with respect thereto. ▇▇▇▇▇▇ can afford the complete loss of the value of the Awarded Common Shares and is able to bear the economic risk of holding the Awarded Common Shares for an indefinite period. (ii) ▇▇▇▇▇▇ is acquiring these securities for investment for ▇▇▇▇▇▇’▇ own account only and not with a view to, or for resale in connection with, any “distribution” thereof within the meaning of the Securities Act of 1933, as amended (the “Securities Act”) or under any applicable provision of state law. ▇▇▇▇▇▇ does not have any present intention to transfer the Awarded Common Shares to any third party. (iii) ▇▇▇▇▇▇ understands that the Awarded Common Shares have not been registered under the Securities Act by reason of a specific exemption therefrom, which exemption depends upon, among other things, the bona fide nature of ▇▇▇▇▇▇’▇ investment intent as expressed herein. (iv) ▇▇▇▇▇▇ further acknowledges and understands that the Awarded Common Shares must be held indefinitely unless they are subsequently registered under the Securities Act or an exemption from such registration is available. ▇▇▇▇▇▇ further acknowledges and understands that the Company is under no obligation to register the Awarded Common Shares. ▇▇▇▇▇▇ understands that the certificate(s) evidencing the Awarded Common Shares will be imprinted with a legend which prohibits the transfer thereof unless they are registered or such registration is not required in the opinion of counsel for the Company. (v) ▇▇▇▇▇▇ is familiar with the provisions of Rules 144 promulgated under the Securities Act, which, in substance, permits limited public resale of “restricted securities” acquired, directly or indirectly, from the issuer of the securities (or from an affiliate of such issuer), in a non-public offering subject to the satisfaction of certain conditions. ▇▇▇▇▇▇ understands that the Company provides no assurances as to whether ▇▇▇▇▇▇ will be able to resell any or all of such Awarded Common Shares, pursuant to Rule 144, which rules requires, among other things, that the Company be subject to the reporting requirements of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), that resales of securities take place only after the holder has held the Awarded Common Shares for certain specified time periods, and under certain circumstances, that resales of securities be limited in volume and take place only pursuant to brokered transactions.

  • Representations and Warranties of ▇▇▇▇▇ ▇▇▇▇▇ hereby represents and warrants to Amylin as of the Effective Date that:

  • REPRESENTATIONS AND WARRANTIES OF ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ represents and warrants to the Company as follows:

  • Representations and Warranties of ▇▇▇▇ ▇▇▇▇ hereby represents and warrants to the Seller and the Servicer as of the Initial Closing Date and each Subsequent Closing Date: