Common use of Accuracy of Representations and Warranties and Compliance with Obligations Clause in Contracts

Accuracy of Representations and Warranties and Compliance with Obligations. The representations and warranties of each Seller and the Company contained in this Agreement and the other Transaction Documents shall be true and correct, in all material respects, at and as of the Closing Date with the same force and effect as though made at and as of that time except that those representations and warranties which address matters only as of a particular date shall remain true and correct as of such date and except for any representations and warranties which are qualified by their terms as to materiality, which shall be true and correct in all respects. Each Seller shall have performed and complied with all of its obligations required by this Agreement to be performed or complied with by it at or prior to the Closing Date. Each Seller shall have delivered to Buyer a duly authorized certificate, dated as of the Closing Date, certifying that the conditions specified in this Section 7.1 have been satisfied.

Appears in 1 contract

Samples: Membership Interests Purchase Agreement (Cornerworld Corp)

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Accuracy of Representations and Warranties and Compliance with Obligations. The representations and warranties of each Seller and the Company Buyer contained in this Agreement and the other Transaction Documents shall be true and correct, in all material respects, at and as of the Closing Date with the same force and effect as though made at and as of that time except that those representations and warranties which address matters only as of a particular date shall remain true and correct as of such date and except for any representations and warranties which are qualified by their terms as to materiality, which shall be true and correct in all respects. Each Seller Buyer shall have performed and complied with all of its obligations required by this Agreement to be performed or complied with by it at or prior to the Closing DateClosing. Each Seller Buyer shall have delivered to Buyer the Sellers a duly authorized certificate, dated as of the Closing Date, and signed by an officer, certifying that the conditions specified in this Section 7.1 8.1 have been satisfied.

Appears in 1 contract

Samples: Stock Purchase Agreement (Cornerworld Corp)

Accuracy of Representations and Warranties and Compliance with Obligations. The representations and warranties of each Seller the Sellers and the Company Companies contained in this Agreement and the other Transaction Documents shall be true and correct, in all material respects, at and as of the Closing Date with the same force and effect as though made at and as of that time except that those representations and warranties which address matters only as of a particular date shall remain true and correct as of such date and except for any representations and warranties which are qualified by their terms as to materiality, which shall be true and correct in all respects. Each Seller shall have performed and complied with all of its obligations required by this Agreement to be performed or complied with by it at or prior to the Closing Date. Each Seller shall have delivered to Buyer a duly authorized certificate, dated as of the Closing Date, certifying that the conditions specified in this Section 7.1 have been satisfied.

Appears in 1 contract

Samples: Stock Purchase Agreement (Cornerworld Corp)

Accuracy of Representations and Warranties and Compliance with Obligations. The representations and warranties of each Seller and the Company Buyer contained in this Agreement and the other Transaction Documents shall be true and correct, in all material respects, at as of the Execution Date and as of the Closing Date with the same force and effect as though made at and as of that time except that those representations and warranties which address matters only as of a particular date shall remain true and correct as of such date and except for any representations and warranties which are qualified by their terms as to materiality, which shall be true and correct in all respects. Each Seller Buyer shall have performed and complied with all of its obligations required by this Agreement to be performed or complied with by it at or prior to the Closing DateClosing. Each Seller Buyer shall have delivered to Buyer Seller a duly authorized certificate, dated as of the Closing Date, and signed by an officer, certifying that the conditions specified in this Section 7.1 9.1 have been satisfied.

Appears in 1 contract

Samples: Unit Purchase Agreement (Cornerworld Corp)

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Accuracy of Representations and Warranties and Compliance with Obligations. The representations and warranties of each Seller and the Company Buyer contained in this Agreement and the other Transaction Documents shall be true and correct, in all material respects, at and as of the Closing Date with the same force and effect as though made at and as of that time except that those representations and warranties which address matters only as of a particular date shall remain true and correct as of such date and except for any representations and warranties which are qualified by their terms as to materiality, which shall be true and correct in all respects. Each Seller Buyer shall have performed and complied with all of its obligations required by this Agreement to be performed or complied with by it at or prior to the Closing DateClosing. Each Seller Buyer shall have delivered to Buyer Sellers a duly authorized certificate, dated as of the Closing Date, and signed by an officer, certifying that the conditions specified in this Section 7.1 8.1 have been satisfied.

Appears in 1 contract

Samples: Membership Interests Purchase Agreement (Cornerworld Corp)

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