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 the Shareholder contained in this Agreement shall be true and correct at and as of the Closing Date with the same force and effect as though made at and as of that time except (i) for changes specifically permitted by or disclosed on any schedule to this Agreement, and (ii) that those representations and warranties which address matters only as of a particular date shall remain true and correct as of such date. The Company and the Shareholder shall have performed and complied with all of their respective obligations required by this Agreement to be performed or complied with at or prior to the Closing. The Company and the Shareholder shall have delivered to AESP a certificate, dated as of the Closing, duly signed (in the case of the Company, by its President), certifying that such representations and warranties are true and correct and that all such obligations have been complied with and performed.

Accuracy of Representations and Warranties and Compliance with Obligations. The representations and warranties of the Shareholder contained Sellers and Brisxxx xxxtained in this Agreement 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 (i) for changes specifically permitted by or disclosed on any schedule pursuant to this Agreement, and (ii) that those representations and warranties which address matters only as of a particular date shall remain true and correct as of such date. The Company Each of the Sellers and the Shareholder shall Brisxxx xxxll have performed and complied with all of their respective its obligations required by this Agreement to be performed or complied with at or prior to the ClosingClosing Date. The Company Each of the Sellers and the Shareholder shall Brisxxx xxxll have delivered to AESP the Purchaser a certificate, dated as of the ClosingClosing Date, duly signed (in the case of the CompanySellers, by its respective President), certifying that such representations and warranties are true and correct and that all such obligations have been performed and complied with and performedwith.

Accuracy of Representations and Warranties and Compliance with Obligations. The representations and warranties of each of the Shareholder Republic Companies contained in this Agreement shall be true and correct at and as of the Closing Date Effective Time with the same force and effect as though made at and as of that time except (i) for changes specifically permitted by or disclosed on any schedule pursuant to this Agreement, and (ii) that those representations and warranties which address matters only as of a particular date shall remain true and correct as of such date. The Company and Each of the Shareholder Republic Companies shall have performed and complied with all of their respective its obligations required by this Agreement to be performed or complied with at or prior to the ClosingEffective Time. The Company and Each of the Shareholder Republic Companies shall have delivered to AESP the Company a certificate, dated as of the Closing35 Effective Time, duly and signed (in the case of the Company, by its President)an executive officer, certifying that such representations and warranties are true and correct and that all such obligations have been performed and complied with and performedwith.

Accuracy of Representations and Warranties and Compliance with Obligations. The representations and warranties of each of the Shareholder Republic Companies contained in this Agreement shall be true and correct at and as of the Closing Date Effective Time with the same force and effect as though made at and as of that time except (i) for changes specifically permitted by or disclosed on any schedule pursuant to this Agreement, and (ii) that those representations and warranties which address matters only as of a particular date shall remain true and correct as of such date. The Company and Each of the Shareholder Republic Companies shall have performed and complied with all of their respective its obligations required by this Agreement to be performed or complied with at or prior to the ClosingEffective Time. The Company and Each of the Shareholder Republic Companies shall have delivered to AESP the Fennxxx Xxxpanies a certificate, dated as of the ClosingEffective Time, duly and signed (in the case of the Company, by its President)an executive officer, certifying that such representations and warranties are true and correct and that all such obligations have been performed and complied with and performedwith.

Accuracy of Representations and Warranties and Compliance with Obligations. The representations and warranties of the Shareholder Shareholders contained in this Agreement shall be true and correct at and as of the Closing Date Effective Time with the same force and effect as though made at and as of that time except (i) for changes specifically permitted by or disclosed on any schedule pursuant to this Agreement, and (ii) that those representations and warranties which address matters only as of a particular date shall remain true and correct as of such date. The Company and the Shareholder Shareholders shall have performed and complied with all of their respective obligations required by this Agreement to be performed or complied with at or prior to the ClosingEffective Time. The Company and the Shareholder Shareholders shall have delivered to AESP the Republic Companies a certificate, dated as of the ClosingEffective Date, duly signed (in the case of the Company, by its President), certifying that such representations and warranties are true and correct and that all such obligations have been complied with and performed.

Accuracy of Representations and Warranties and Compliance with Obligations. The representations and warranties of the Shareholder Company and the Shareholders contained in this Agreement shall be true and correct at and as of the Closing Date with the same force and effect as though made at and as of that time except (iI) for changes matters specifically permitted by or disclosed on any schedule Schedule to this Agreement, and (ii) that those representations and warranties which address matters only as of a particular date shall remain true and correct as of such date. The Each of the Company and the Shareholder Shareholders shall have performed and complied with all of their respective obligations required by this Agreement to be performed or complied with at or prior to the ClosingClosing Date. The Each of the Company and the Shareholder Shareholders shall have delivered to AESP Nations a certificate, dated as of the ClosingClosing Date, duly signed (in the case of the Company, Company by its President), certifying that such representations and warranties are true and correct and that all such obligations have been complied with and performed.

Accuracy of Representations and Warranties and Compliance with Obligations. The representations and warranties of the Shareholder Company and the Members contained in this Agreement shall be true and correct at and as of the Closing Date with the same force and effect as though made at and as of that time except (i) for changes matters specifically permitted by or disclosed on any schedule Schedule to this Agreement, and (ii) that those representations and warranties which address matters only as of a particular date shall remain true and correct as of such date. The Company and the Shareholder Members shall have performed and complied with all of their respective obligations required by this Agreement to be performed or complied with at or prior to the ClosingClosing Date. The Company and the Shareholder Members shall have delivered to AESP Cenuco a certificate, dated as of the ClosingClosing Date, duly signed (in the case of the Company, by its President), certifying that such representations and warranties are true and correct and that all such obligations have been complied with and performed.

Accuracy of Representations and Warranties and Compliance with Obligations. The representations and warranties of the Shareholder Shareholders contained in this Agreement shall be true and correct in all material respects at and as of the Closing Date Effective Time with the same force and effect as though made at and as of that time except (i) for changes specifically permitted by or disclosed on any schedule to this Agreement, and (ii) that those representations and warranties which address matters only as of a particular date shall remain true and correct in all material respects as of such date. The Company and the Shareholder Shareholders shall have performed and complied with all of their respective obligations required by this Agreement to be performed or complied with at or prior to the ClosingEffective Time. The Company and the Shareholder Shareholders shall have delivered to AESP the AVS Companies a certificate, dated as of the ClosingEffective Date, duly signed (in the case of the Company, by its President), certifying that such representations and warranties are true and correct and that all such obligations have been complied with and performed.

Accuracy of Representations and Warranties and Compliance with Obligations. The representations and warranties of the Shareholder Shareholders contained in this Agreement shall be true and correct at and as of the Closing Date Effective Time with the same force and effect as though made at and as of that time except (i) for changes specifically permitted by or disclosed on any schedule pursuant to this Agreement, and (ii) that those representations and warranties which address matters only as of a particular date shall remain true and correct as of such date. The Company Each of the AAA Companies and the Shareholder Shareholders shall have performed and complied with all of their respective obligations required by this Agreement to be performed or complied with at or prior to the ClosingEffective Time. The Company Each of the AAA Companies and the Shareholder Shareholders shall have delivered to AESP the Republic Companies a certificate, dated as of the ClosingEffective Date, duly signed (in the case of each of the CompanyAAA Companies, by its President), certifying that such representations and warranties are true and correct and that all such obligations have been complied with and performed.

Accuracy of Representations and Warranties and Compliance with Obligations. The representations and warranties of the Shareholder Company and the Members contained in this Agreement shall be true and correct at and as of the Closing Date with the same force and effect as though made at and as of that time except (i) for changes matters specifically permitted by or disclosed on any schedule Schedule to this Agreement, and (ii) that those representations and warranties which address matters only as of a particular date shall remain true and correct as of such date. The Company and the Shareholder Members shall have performed and complied with all of their respective obligations required by this Agreement to be performed or complied with at or prior to the ClosingClosing Date. The Company and the Shareholder Members shall have delivered to AESP Relationserve a certificate, dated as of the ClosingClosing Date, duly signed (in the case of the Company, by its President), certifying that such representations and warranties are true and correct and that all such obligations have been complied with and performed.

Accuracy of Representations and Warranties and Compliance with Obligations. The representations and warranties of each of the Shareholder Republic Companies contained in this Agreement shall be true and correct at and as of the Closing Date Effective Time with the same force and effect as though made at and as of that time except (i) for changes specifically permitted by or disclosed on any schedule pursuant to this Agreement, and (ii) that those representations and warranties which address matters only as of a particular date shall remain true and correct as of such date. The Company and Each of the Shareholder Republic Companies shall have performed and complied with all of their respective its obligations required by this Agreement to be performed or complied with at or prior to the ClosingEffective Time. The Company and Each of the Shareholder Republic Companies shall have delivered to AESP the Shareholder a certificate, dated as of the ClosingEffective Time, duly and signed (in by the case of the Company, by its President), President or any Vice President thereof certifying that such representations and warranties are true and correct and that all such obligations have been performed and complied with and performedwith.

Accuracy of Representations and Warranties and Compliance with Obligations. The representations and warranties of the Shareholder Company and the Shareholders contained in this Agreement shall be true and correct at and as of the Closing Date with the same force and effect as though made at and as of that time except (i) for changes matters specifically permitted by or disclosed on any schedule Schedule to this Agreement, and (ii) that those representations and warranties which address matters only as of a particular date shall remain true and correct as of such date. The Company and the Shareholder Shareholders shall have performed and complied with all of their respective obligations required by this Agreement to be performed or complied with at or prior to the ClosingClosing Date. The Company and the Shareholder Shareholders shall have delivered to AESP Nations a certificate, dated as of the ClosingClosing Date, duly signed (in the case of the Company, by its President), certifying that such representations and warranties are true and correct and that all such obligations have been complied with and performed.

Accuracy of Representations and Warranties and Compliance with Obligations. 39 40 The representations and warranties of each of the Shareholder Republic Companies contained in this Agreement shall be true and correct in all material respects at and as of the Closing Date Effective Time with the same force and effect as though made at and as of that time except (i) for changes specifically permitted by or disclosed on any schedule pursuant to this Agreement, and (ii) that those representations and warranties which address matters only as of a particular date shall remain true and correct as of such date. The Company and Each of the Shareholder Republic Companies shall have performed and complied with all of their respective its obligations required by this Agreement to be performed or complied in all material respects with at or prior to the ClosingEffective Time. The Company and Each of the Shareholder Republic Companies shall have delivered to AESP the AAA Companies and the Shareholders a certificate, dated as of the ClosingEffective Date, duly and signed (in the case of the Company, by its President)an executive officer, certifying that such representations and warranties are true and correct and that all such obligations have been complied with and performed.

Accuracy of Representations and Warranties and Compliance with Obligations. The representations and warranties of the Company and the Shareholder contained in this Agreement shall be true and correct at and as of the Closing Date with the same force and effect as though made at and as of that time except (i) for changes matters specifically permitted by or disclosed on any schedule Schedule to this Agreement, and (ii) that those representations and warranties which address matters only as of a particular date shall remain true and correct as of such date. The Each of the Company and the Shareholder shall have performed and complied with all of their respective obligations required by this Agreement to be performed or complied with at or prior to the ClosingClosing Date. The Each of the Company and the Shareholder shall have delivered to AESP Nations a certificate, dated as of the ClosingClosing Date, duly signed (in the case of the Company, Company by its President), certifying that such representations and warranties are true and correct and that all such obligations have been complied with and performed.

Accuracy of Representations and Warranties and Compliance with Obligations. The representations and warranties of each of the Shareholder Republic Companies contained in this Agreement shall be true and correct at and as of the Closing Date Effective Time with the same force and effect as though made at and as of that time except (i) for changes specifically permitted by or disclosed on any schedule pursuant to this Agreement, and (ii) that those representations and warranties which address matters only as of a particular date shall remain true and correct as of such date. The Company and Each of the Shareholder Republic Companies shall have performed and complied with all of their respective its obligations required by this Agreement to be performed or complied with at or prior to the ClosingEffective Time. The Company and Each of the Shareholder Republic Companies shall have delivered to AESP the Company a certificate, dated as of the ClosingEffective Time, duly and signed (in the case of the Company, by its President)an executive officer, certifying that such representations and warranties are true and correct and that all such obligations have been performed and complied with and performedwith.

Accuracy of Representations and Warranties and Compliance with Obligations. The representations and warranties of the Shareholder contained in this Agreement shall be true and correct at and as of the Closing Date Effective Time with the same force and effect as though made at and as of that time except (i) for changes specifically permitted by or disclosed on any schedule pursuant to this Agreement, and (ii) that those representations and warranties which address matters only as of a particular date shall remain true and correct as of such date. The Company Each of the Alarm Companies and the Shareholder shall have performed and complied with all of their respective its obligations required by this Agreement to be performed or complied with at or prior to the ClosingEffective Time. The Company Each of the Alarm Companies and the Shareholder shall have delivered to AESP the Republic Companies a certificate, dated as of the ClosingEffective Time, duly and signed (in the case of each of the CompanyAlarm Companies, by its the President), certifying that such representations and warranties are true and correct and that all such obligations have been performed and complied with and performedwith.