Accuracy of Representations and Compliance with Conditions. All representations and warranties of Seller contained in each of the Transaction Agreements to which it is a party shall be accurate in all material respects when made and, in addition, shall be accurate in all material respects as of the Closing as though such representations and warranties were then made in exactly the same language by Seller and regardless of knowledge or lack thereof on the part of Seller or changes beyond its control; as of the Closing, Seller shall have performed and complied in all material respects with all covenants and agreements and satisfied all conditions required to be performed and complied in all material respects with by it at or before such time by each of the Transaction Agreements to which it is a party; and the Purchaser shall have received certificates executed by the chief executive officer and the chief financial officer of Seller, dated the date of the Closing, to that effect, substantially in the form of Exhibits 5.01A and 5.01B, respectively.
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Samples: Asset Purchase Agreement (Claimsnet Com Inc), Asset Purchase Agreement (Imatec LTD)
Accuracy of Representations and Compliance with Conditions. All representations and warranties of Seller Purchaser and Acquisition contained in each of the Transaction Agreements to which it is a party this Agreement shall be accurate in all material respects when made and, in addition, shall be accurate in all material respects as of the Closing as though such representations and warranties were then made in exactly the same language by Seller Purchaser and regardless of knowledge or lack thereof on the part of Seller Purchaser or Acquisition or changes beyond its their control; as of the Closing, Seller each of Purchaser and Acquisition shall have performed and complied in all material respects with all covenants and agreements and satisfied all conditions required to be performed and complied in all material respects with by it at or before such time by each of the Transaction Agreements to which it is a partythis Agreement; and the Purchaser Seller shall have received certificates executed by the chief executive officer and the chief financial officer of Sellereach of Purchaser, dated the date of the Closing, to that effect, substantially in the form of Exhibits 5.01A 6.01 A and 5.01B6.01B, respectively.
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Accuracy of Representations and Compliance with Conditions. All representations and warranties of Seller Purchaser and HEcom contained in each of the Transaction Agreements to which it is a party this Agreement shall be accurate in all material respects when made and, in addition, shall be accurate in all material respects as of the Closing as though such representations and warranties were then made in exactly the same language by Seller Purchaser or HEcom and regardless of knowledge or lack thereof on the part of Seller Purchaser or HEcom or changes beyond its their control; as of the Closing, Seller each of Purchaser and HEcom shall have performed and complied in all material respects with all covenants and agreements and satisfied all conditions required to be performed and complied in all material respects with by it at or before such time by each of the Transaction Agreements to which it is a partythis Agreement; and the Purchaser Seller shall have received certificates executed by the chief executive officer and the chief financial officer of Sellereach of Purchaser and HEcom, dated the date of the Closing, to that effect, substantially in the form of Exhibits 5.01A 6.01 A and 5.01B6.01B, respectively.
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