Accuracy as of the Closing Date Sample Clauses

Accuracy as of the Closing Date. The representations and warranties of Purchaser contained herein shall be true and correct also as of, and as though made on, the Closing Date.
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Accuracy as of the Closing Date. All representations an warranties of Xionics and XDT will, on the Closing Date, be true and complete on and as of the Closing Date.
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Accuracy as of the Closing Date. The representations and warranties of HD contained in Paragraph 5.1 will be true and correct as of, and as though made on, the Closing Date, except as otherwise expressly provided or affected by transactions contemplated in this Agreement or otherwise approved in writing by the Buyer or made in the ordinary course of business consistently with the applicable provisions of this Agreement.
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Accuracy as of the Closing Date. The representations and warranties of Seller contained in this Article IV shall be true and correct as of the date hereof and also as of, and as though made on, the Closing Date (included), except: (i) those representations and warranties of Seller that speak of a certain date, which representations and warranties shall have been true and correct in all material respects as of such date; and (ii) as affected by transactions contemplated herein or otherwise approved in writing by Buyer or made in the ordinary course of business consistently with Section 6.1.
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Accuracy as of the Closing Date. The representations and warranties made in this Article IV will be true and correct on and as of the Closing Date with the same force and effect as if such representations and warranties had been made on and as of the Closing Date, except that any such representations and warranties which expressly relate only to an earlier date shall be true and correct on the Closing Date as of such earlier date.
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Accuracy as of the Closing Date. The representations and warranties of Seller contained herein shall be true, accurate and correct in all material respects also as of, and as though made on, the Closing Date, except for those representations and warranties that are given as of a certain date, which shall be true and correct as of such date, and except as affected by actions or transactions contemplated herein or otherwise approved in writing by Purchaser or taken or made in the ordinary course of the Company’s and Group Companies’ business. For sake of clarity, upon sale/disposal of Hepos KTB in accordance with Section 6.3 letters (f) and (g), the representations and warranties related to Hepos KTB shall be no longer applicable and therefore Purchaser shall not be entitled to seek any indemnification for any breach of the above representations and warranties, in accordance with Section 8.1 of this Agreement (Indemnification obligation of Seller).
Sample 1

Related to Accuracy as of the Closing Date

  • After the Closing Date Buyer shall accept payment of all accounts receivable in the normal course of conducting the Business. Upon payment of any amounts from Delinquent Members, Buyer shall credit such payment first to the amounts owed by such Delinquent Member indicated on the Seller Receivable List, and then for Buyer's account.

  • Covenants of Buyer Prior to Closing Date Between the date of this Agreement and the Closing Date, Buyer will use its Best Efforts to cause the conditions in Section 8 to be satisfied.

  • Conditions to the Closing Date The obligations of each Bank to make the Loans contemplated by subsections 2.1 and 2.2 and of the Issuing Bank to issue Letters of Credit contemplated by subsection 3.1 shall be subject to the compliance by the Company with its agreements herein contained and to the satisfaction, on or before October 1, 2004, of the following conditions:

  • Closing; Closing Date Closing" and "Closing Date" have the meanings set forth in Section 5.3.

  • Accuracy of the Company’s Representations and Warranties; Performance by the Company The Company shall have delivered the certificate required to be delivered pursuant to Section 4(o) on or before the date on which delivery of such certificate is required pursuant to Section 4(o). The Company shall have performed, satisfied and complied with all covenants, agreements and conditions required by this Agreement to be performed, satisfied or complied with by the Company at or prior to such date, including, but not limited to, the covenants contained in Section 4(p), Section 4(q) and Section 4(r).

  • Closing Deliveries of the Company The obligations of Parent and Merger Subs to effect the Merger and otherwise consummate the transactions to be consummated at the Closing are subject to the satisfaction or the written waiver by Parent, at or prior to the Closing, of each of the following conditions:

  • Operations Prior to the Closing Date (a) Seller shall use its commercially reasonable efforts to, and to cause the Companies to, operate and carry on the Business in the ordinary course and substantially as operated immediately prior to the date of this Agreement. Consistent with the foregoing, Seller shall use its commercially reasonable efforts, and shall cause the Companies to use their commercially reasonable efforts, consistent with good business practice, to preserve the goodwill of the suppliers, contractors, licensors, employees, customers, distributors and others having business relations with the Business.

  • ACTION PRIOR TO THE CLOSING DATE The respective parties hereto covenant and agree to take the following actions between the date hereof and the Closing Date:

  • Accuracy of the Company’s Representations and Warranties Each of the representations and warranties of the Company in this Agreement and the Registration Rights Agreement shall be true and correct in all material respects as of the Closing Date, except for representations and warranties that speak as of a particular date, which shall be true and correct in all material respects as of such date.

  • Accuracy of the Investor’s Representations and Warranties The representations and warranties of the Investor shall be true and correct in all material respects.

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