Representations Covenants and Warranties of Purchasers Clause Samples

Representations Covenants and Warranties of Purchasers. Purchasers represent, covenant, and warrant the following to be true, which representations, covenants and warranties shall survive the Closing:
Representations Covenants and Warranties of Purchasers. Each Purchaser represents and warrants, severally and not jointly, to Seller as follows: A. This Agreement is the valid and binding obligation of such Purchaser , enforceable against such Purchaser in accordance with its terms (except to the extent that enforcement may be affected by bankruptcy, reorganization, insolvency and creditors’ rights and by the availability of injunctive relief, specific performance and other equitable remedies). B. The execution, delivery and performance by such Purchaser of this Agreement will not result in any violation of and will not conflict with, or result in a breach of, any of the terms of, or constitute a default under, any provision of any applicable law to which such Purchaser is subject, any mortgage, indenture, agreement, document, instrument, judgment, decree, order, rule or regulation, or other restriction to which such Purchaser is a party or by which such Purchaser may be bound, or result in the creation of any lien upon any of the properties or assets of such Purchaser pursuant to any such term, or result in the suspension, revocation, impairment, forfeiture or nonrenewal of any permit, license, authorization or approval applicable to such Purchaser or any of such Purchaser's assets or properties. C. Such Purchaser is acquiring the Subject Shares for his own account and not with a view to their distribution within the meaning of Section 2(11) of the Securities Act of 1933, as amended (the “Securities Act”). Such Purchaser understands that such Subject Shares are not registered under the Securities Act or any state securities laws, inasmuch as they are being acquired from Seller in a transaction not involving a public offering, and that under such laws and applicable regulations such Subject Shares may not be resold without registration under the Securities Act, unless pursuant to exemptions from registration under the Securities Act and any state securities laws. D. Such Purchaser is an accredited investor as defined in Rule 501(a) of Regulation D promulgated under the Securities Act.
Representations Covenants and Warranties of Purchasers 

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