Common use of Accuracy of Buyer Representations and Warranties Clause in Contracts

Accuracy of Buyer Representations and Warranties. (A) The representations and warranties of Buyer set forth in Section 5.1 (Organization and Good Standing) and Section 5.2 (Authority and Enforceability) shall have been true and correct in all material respects on and as of the date of this Agreement and shall be true and correct in all material respects on and as of the Closing Date with the same force and effect as if made on and as of the Closing Date (other than any such representations and warranties that address matters only as of a specified date, which shall have been true and correct in all material respects as of such date). (B) The representations and warranties of Buyer set forth in this Agreement (other than in Section 5.1 (Organization and Good Standing) and Section 5.2 (Authority and Enforceability)) shall have been true and correct in all respects on and as of the date of this Agreement and shall be true and correct in all respects on and as of the Closing Date with the same force and effect as if made on and as of the Closing Date (other than any such representations and warranties that address matters only as of a specified date, which shall have been true and correct in all respects as of such date), except where the failure of such representations and warranties to be so true and correct, individually or in the aggregate, would not have a Buyer Material Adverse Effect; provided, however, that all qualifications as to “materiality” or “Buyer Material Adverse Effect” or similar concept set forth in such representations and warranties shall be disregarded for purposes of this Section 3.4(c)(i)(B).

Accuracy of Buyer Representations and Warranties. (A) The representations and warranties of Buyer set forth in Section 5.1 (Organization and Good Standing) and Section 5.2 (Authority and Enforceability) shall 5.5 will have been true and correct in all material respects on and as of the date of this Agreement and shall will be true and correct in all material respects on and as of the Closing Date with the same force and effect as if made on and as of the Closing Date (other than any such representations and warranties that address matters only as of a specified date, which shall will have been true and correct in all material respects as of such date). (B) The representations and warranties of Buyer set forth in this Agreement (other than those specified in Section 5.1 (Organization and Good Standing) and Section 5.2 (Authority and Enforceability3.4(c)(i)(A)) shall will have been true and correct in all respects on and as of the date of this Agreement and shall will be true and correct in all respects on and as of the Closing Date with the same force and effect as if made on and as of the Closing Date (other than any such representations and warranties that address matters only as of a specified date, which shall will have been true and correct in all respects as of such date), except where the failure of such representations and warranties to be so true and correct, individually or in the aggregate, correct would not have a Buyer Material Adverse Effect; provided, however, that all qualifications as to “materiality” or “Buyer Material Adverse Effect” or similar concept set forth in such representations and warranties shall will be disregarded for purposes of this Section 3.4(c)(i)(B)).

Accuracy of Buyer Representations and Warranties. (A) The representations and warranties Each of Buyer set forth in Section 5.1 (Organization and Good Standing) and Section 5.2 (Authority and Enforceability) the Buyers’ Fundamental Representations shall have been true and correct in all material but de minimis respects on and as of the date of this Agreement and shall be true and correct in all material but de minimis respects on and as of the Closing Date with the same force and effect as if made on and as of the Closing Date (other than any such representations and warranties Buyer Fundamental Representations that address matters only as of a specified date, which shall have been true and correct in all material but de minimis respects as of such date). (B) The Each of the representations and warranties of Buyer Buyers set forth in this Agreement (other than in Section 5.1 (Organization and Good Standing) and Section 5.2 (Authority and Enforceability)the Buyers’ Fundamental Representations) shall have been true and correct in all respects (disregarding any “materiality” or “Buyers’ Material Adverse Effect” qualifier) on and as of the date of this Agreement and shall be true and correct in all respects (disregarding any “materiality” or “Buyers’ Material Adverse Effect” qualifier) on and as of the Closing Date with the same force and effect as if made on and as of the Closing Date (other than any such representations and warranties that address matters only as of a specified date, which shall have been true and correct in all respects as of such date), except where the any failure of such representations and warranties to be so true and correctcorrect has not had, individually or in the aggregate, would not have a Buyer Buyers’ Material Adverse Effect; provided, however, that all qualifications as to “materiality” or “Buyer Material Adverse Effect” or similar concept set forth in such representations and warranties shall be disregarded for purposes of this Section 3.4(c)(i)(B).

Accuracy of Buyer Representations and Warranties. (A) The Each of the representations and warranties of Buyer set forth in Section Sections 5.1 (Organization and Good Standing) and Section 5.2 (Authority and Enforceability) shall have been true and correct in all respects on and as of the date of this Agreement and shall be true and correct in all respects on and as of the Closing Date with the same force and effect as if made on and as of the Closing Date (other than any such representations and warranties that address matters only as of a specified date, which shall have been true and correct in all respects as of such date). (B) Each of the representations and warranties of Buyer set forth in this Agreement that is not qualified by “materiality” or “Buyer Material Adverse Effect” or similar concept shall have been true and correct in all material respects on and as of the date of this Agreement and shall be true and correct in all material respects on and as of the Closing Date with the same force and effect as if made on and as of the Closing Date (other than any such representations and warranties that address matters only as of a specified date, which shall have been true and correct in all material respects as of such date). (BC) The Each of the representations and warranties of Buyer set forth in this Agreement (other than in Section 5.1 (Organization and Good Standing) and Section 5.2 (Authority and Enforceability)) that is qualified by “materiality” or “Buyer Material Adverse Effect” or similar concept shall have been true and correct in all respects on and as of the date of this Agreement and shall be true and correct in all respects on and as of the Closing Date with the same force and effect as if made on and as of the Closing Date (other than any such representations and warranties that address matters only as of a specified date, which shall have been true and correct in all respects as of such date), except where the failure of such representations and warranties to be so true and correct, individually or in the aggregate, would not have a Buyer Material Adverse Effect; provided, however, that all qualifications as to “materiality” or “Buyer Material Adverse Effect” or similar concept set forth in such representations and warranties shall be disregarded for purposes of this Section 3.4(c)(i)(B).