Common use of Accuracy of Representations and Warranties; Performance of Covenants Clause in Contracts

Accuracy of Representations and Warranties; Performance of Covenants. Each of the representations and warranties of the Company and the Stockholder set forth in this Agreement was true, correct and complete in all respects when made and shall also be true, correct and complete in all respects at and as of the Closing Date, with the same force and effect as if made at and as of the Closing Date. The Company and the Stockholder shall have performed and complied in all respects with all agreements and covenants required by this Agreement to be performed by the Company and the Stockholder at or prior to the Closing Date.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Elsinore Services Inc), Stock Purchase Agreement (Ariel Way Inc)

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Accuracy of Representations and Warranties; Performance of Covenants. Each As of the Effective Date, First Closing Date, and the Second Closing Date, each of the representations and warranties of the Company and the Stockholder set forth in this Agreement was true, correct correct, and complete in all respects when made and shall also be truematerial respects, correct and complete in all respects at and as of the Closing Date, with the same force and effect as if made at and as of the Closing Dategiven. The Company and the Stockholder shall have performed and performed, complied in all respects with with, and shall not be in breach, default, or violation of any or all agreements and agreements, conditions, or covenants required by this Agreement to be performed by the Company and the Stockholder at or prior to the applicable Closing Date.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Basin Water, Inc.), Stock Purchase Agreement (Empire Water CORP)

Accuracy of Representations and Warranties; Performance of Covenants. Each of the representations and warranties of the Company and the Stockholder Acquisition set forth in this Agreement was true, correct and complete in all material respects when made and shall also be true, correct and complete in all material respects at and as of the Post-Closing Date, with the same force and effect as if made at and as of the Post-Closing Date. The Company and the Stockholder shall have performed and complied in all material respects with all agreements and covenants required by this Agreement to be performed by the Company and the Stockholder Acquisition at or prior to the Post-Closing Date.

Appears in 1 contract

Samples: Merger Agreement (Columbia Bakeries Inc)

Accuracy of Representations and Warranties; Performance of Covenants. Each of the representations and warranties of the Company and the Stockholder set forth in this Agreement was true, correct and complete in all material respects when made and shall also be true, correct and complete in all material respects at on and as of the Closing Date, with the same force and effect as if made at and as of the Closing Effective Date. The Company and the Stockholder shall have performed and complied in all material respects with all agreements and covenants required by this Agreement to be performed by the Company and the Stockholder at on or prior to the Closing Effective Date. The condition set forth in this Section 5.2 (a) may be waived by Stockholder.

Appears in 1 contract

Samples: Preferred Stock Conversion Agreement (Amedisys Inc)

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Accuracy of Representations and Warranties; Performance of Covenants. Each of the The representations and warranties of the Company and the Stockholder Stockholders set forth in this Agreement was true, correct and complete herein shall be accurate in all material respects when on and as of the date hereof and on and as of the Closing Date (as though made and shall also be true, correct and complete in all respects at on and as of the Closing Date), with the same force and effect as if made at and as of the Closing Date. The Company and the Stockholder Company, each Subsidiary and the Stockholders each shall have have, in all material respects, performed all obligations and complied in all respects with all agreements and covenants required by this Agreement to be performed or to be complied with by the Company and the Stockholder at or them under this Agreement prior to the Closing Date.

Appears in 1 contract

Samples: Share Purchase Agreement (Dj Orthopedics Inc)

Accuracy of Representations and Warranties; Performance of Covenants. Each of the representations and warranties of the Company and the Stockholder set forth in this Agreement was true, correct and complete in all material respects when made and shall also be true, correct and complete in all material respects at on and as of the Closing Effective Date, with the same force and effect as if made at on and as of the Closing Effective Date. The Company and the Stockholder shall have performed and complied in all material respects with all agreements and covenants required by this Agreement to be performed by the Company and the Stockholder at on or prior to the Closing Effective Date. The condition set forth in this Section 5.1 (b) may be waived by the Company.

Appears in 1 contract

Samples: Preferred Stock Conversion Agreement (Amedisys Inc)

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