Accuracy of Representations and Warranties of Eagle and Holdings; Covenants of Eagle and Holdings Sample Clauses

Accuracy of Representations and Warranties of Eagle and Holdings; Covenants of Eagle and Holdings. (i) The representations and warranties of Eagle and Holdings contained in this Agreement (except as affected by the transactions contemplated in this Agreement) that are qualified as to materiality shall be true and correct and the representations and warranties of Eagle and Holdings set forth in this Agreement and that are not so qualified shall be true and correct in all material respects, in each case on the date of this Agreement (except to the extent cured prior to the Closing Date) and on the Closing Date as though made on the Closing Date, except to the extent such representations and warranties speak as of an earlier date; (ii) Eagle and Holdings shall have complied in all material respects with all covenants contained in this Agreement to be performed by it prior to Closing; and (iii) IP Buyer and Buyer shall have received a certificate signed by an officer of Eagle and Holdings to such effect;
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