Common use of Accuracy of Representations and Warranties Clause in Contracts

Accuracy of Representations and Warranties. The representations and warranties made by Seller in this Agreement shall be correct in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on the Closing Date.

Appears in 8 contracts

Samples: Asset Purchase Agreement (XFormity Technologies, Inc.), Asset Purchase and Sale Agreement (Golden West Brewing Company, Inc.), Asset Purchase and Sale Agreement (Golden West Brewing Company, Inc.)

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Accuracy of Representations and Warranties. The representations and warranties made by of Seller in this Agreement contained herein shall be true and correct in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on at the Closing DateClosing, except to the extent such representations and warranties expressly relate only to an earlier date, and except for changes contemplated by this Agreement or approved in writing by Seller.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Cognigen Networks Inc), Stock Purchase Agreement (Heng Fung Holdings Co LTD), Stock Purchase Agreement (Heng Fung Holdings Co LTD)

Accuracy of Representations and Warranties. The representations and warranties made by each Seller in this Agreement shall be correct in all material respects on have been true and complete as of the Signing Date and as of the Closing Date with the same force and effect as though such representations and warranties had been made on as of the Closing Date, except to the extent such representations or warranties made as of a specific date shall have been correct and complete as of the specified date.

Appears in 5 contracts

Samples: Stock Purchase Agreement (Hallmark Financial Services Inc), Purchase Agreement (Hallmark Financial Services Inc), Purchase Agreement (Hallmark Financial Services Inc)

Accuracy of Representations and Warranties. The representations and warranties made by of Seller in this Agreement shall be correct true and accurate in all material respects on at and as of Closing with the same effect as if made at and as of Closing and the Buyer will have received a certificate signed by the Seller to the effect that the matters represented and warranted by the Seller herein are true and correct as of the Closing Date with the same force and effect as though such representations and warranties had been if made on at the Closing DateClosing.

Appears in 5 contracts

Samples: Purchase and Sale Agreement (District Metals Corp.), Purchase and Sale Agreement (District Metals Corp.), Purchase and Sale Agreement (District Metals Corp.)

Accuracy of Representations and Warranties. The representations and ------------------------------------------ warranties made by of Seller contained in this Agreement shall be true and correct in all material respects on at the Closing Date with the same effect as though made at such time and the representations and warranties of Seller contained in this Agreement which are qualified by materiality shall be true and correct in all respects as of the Closing Date with the same force and effect as though made at such representations and warranties had been made on the Closing Datetime.

Appears in 4 contracts

Samples: Asset Purchase Agreement (Voyager Net Inc), Asset Purchase Agreement (Voyager Net Inc), Stock Purchase Agreement (Voyager Net Inc)

Accuracy of Representations and Warranties. The All representations ------------------------------------------ and warranties made by of the Seller in this Agreement contained herein shall be true and correct in all material respects on and as of the Closing Date Date, with the same force and effect as though such representations and warranties had been made on and as of the Closing Date, except for changes permitted or contemplated by this Agreement.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Fox Television Stations Inc /De/), Stock Purchase Agreement (Fox Kids Worldwide Inc), Stock Purchase Agreement (Fox Television Stations Inc /De/)

Accuracy of Representations and Warranties. The representations and warranties made by Seller in this Agreement shall be correct in all material respects on and as of the Closing Date date with the same force and effect as though such representations and warranties had been made on the Closing Datedate.

Appears in 4 contracts

Samples: Stock Purchase Agreement (MAGELLAN GOLD Corp), Asset Purchase and Sale Agreement (XML Global Technologies Inc), Asset Purchase and Sale Agreement (Southshore Corp /Co)

Accuracy of Representations and Warranties. The representations and warranties made by of Seller contained in this Agreement shall be true and correct in all material respects on at the Closing Date with the same effect as though made at such time and the representations and warranties of Seller contained in this Agreement which are qualified by materiality shall be true and correct in all respects as of the Closing Date with the same force and effect as though made at such representations and warranties had been made on the Closing Datetime.

Appears in 4 contracts

Samples: Asset Purchase Agreement (Voyager Net Inc), Asset Purchase Agreement (Duro Communications Corp), Asset Purchase Agreement (Voyager Net Inc)

Accuracy of Representations and Warranties. The representations ------------------------------------------ and warranties made by of Seller in this Agreement shall be correct true and accurate in all material respects on at and as of the Closing Date with the same force and effect as though such if made at and as of Closing, except for changes contemplated under this Agreement and except for representations and warranties had been made on the Closing Dateonly at and as of a certain date.

Appears in 4 contracts

Samples: Asset Purchase Agreement (Mediacom LLC), Asset Purchase Agreement (Mediacom LLC), Asset Purchase Agreement (Mediacom LLC)

Accuracy of Representations and Warranties. The representations and warranties made by Seller of the Buyer contained in this Agreement shall be correct in all material respects accurate and complete on and as of the Closing Date with the same force and effect as though through such representations and warranties had been made on or as of such date and the Buyer shall have delivered to the Seller a certificate to that effect signed by the Buyer, and dated as of the Closing Date.

Appears in 4 contracts

Samples: Share Purchase Agreement (Sun New Media Inc.), Share Purchase Agreement (Se Global Equities Corp), Stock Purchase Agreement (Sun New Media Inc.)

Accuracy of Representations and Warranties. The representations and warranties made by of Seller contained in this Agreement shall be true and correct in all material respects on and as of at the Closing Date Date, with the same force and effect as though such representations and warranties had been if made on the Closing Dateand as of that date.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Denamerica Corp), Asset Purchase Agreement (Phoenix Restaurant Group Inc), Asset Purchase Agreement (Phoenix Restaurant Group Inc)

Accuracy of Representations and Warranties. The Each of Seller’s representations and warranties made by Seller in this Agreement that contains an express materiality qualification shall have been accurate in all respects as of the date of this Agreement and shall be accurate in all respects as of the time of the Closing as if then made. Each of Seller’s other representations and warranties in this Agreement shall be correct have been accurate in all material respects on and as of the Closing Date with date of this Agreement and shall be accurate in all material respects as of the same force and effect as though such representations and warranties had been made on time of the Closing Dateas if then made.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Synacor, Inc.), Asset Purchase Agreement (Synacor, Inc.), Asset Purchase Agreement (Synacor, Inc.)

Accuracy of Representations and Warranties. The representations and warranties made by of Seller contained in this Agreement shall have been true in all material respects when made and, in addition, shall be correct true in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on and as of the Closing Date.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Central Tractor Farm & Country Inc), Stock Purchase Agreement (Chicago Miniature Lamp Inc), Stock Purchase Agreement (Valmont Industries Inc)

Accuracy of Representations and Warranties. The representations and warranties made by of Seller set forth in this Agreement shall be confirmed by Seller in writing as materially true and correct in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on the Closing Date.;

Appears in 3 contracts

Samples: Purchase and Sale Agreement (Arden Realty Inc), Purchase and Sale Agreement (Arden Realty Inc), Purchase and Sale Agreement (Arden Realty Inc)

Accuracy of Representations and Warranties. The representations and warranties made by of Seller in this Agreement set forth herein shall be true and correct in all material respects as of the date of this Agreement and as of the Closing Date as though made on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on the Closing Date.

Appears in 3 contracts

Samples: Purchase and Sale Agreement (Trans Energy Inc), Purchase and Sale Agreement (Trans Energy Inc), Purchase and Sale Agreement (Universal Travel Group)

Accuracy of Representations and Warranties. The representations and warranties made by of Seller contained in this Agreement or in any other Document shall be complete and correct in all material respects on and as of at the Closing Date with the same force and effect as though made at such representations and warranties had been made on the Closing Datetime, except for changes permitted under this Agreement.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Emmis Broadcasting Corporation), Asset Purchase Agreement (Cumulus Media Inc), Asset Purchase Agreement (Cumulus Media Inc)

Accuracy of Representations and Warranties. The representations and warranties made by the Seller in this Agreement shall be correct in all material respects on have been true and complete as of the Signing Date and as of the Closing Date with the same force and effect as though such representations and warranties had been made on as of the Closing Date, except to the extent such representations or warranties made as of a specific date shall have been correct and complete as of the specified date.

Appears in 2 contracts

Samples: Purchase Agreement (Hallmark Financial Services Inc), Purchase Agreement (Hallmark Financial Services Inc)

Accuracy of Representations and Warranties. The All representations and warranties made by Seller and Lessee in this Agreement shall be true and correct in all material respects on and as of the Closing Date with the same force and effect as though if such representations and warranties had been made on and as of the Closing Date.

Appears in 2 contracts

Samples: Membership Interests Purchase Agreement (Arc Logistics Partners LP), Membership Interests Purchase Agreement (CorEnergy Infrastructure Trust, Inc.)

Accuracy of Representations and Warranties. The representations and warranties made by of the Seller in this Agreement shall have been true and correct on the date hereof and such representations and warranties shall be true and correct in all material respects on and as of at the Closing Date (except those, if any, expressly stated to be true and correct at an earlier date), with the same force and effect as though such representations and warranties had been made on and at the Closing. The Buyer shall be furnished with a certificate, signed by the Seller and dated the Closing Date, to the foregoing effect.

Appears in 2 contracts

Samples: Master Acquisition Agreement (Glimpse Group, Inc.), Master Acquisition Agreement (Glimpse Group, Inc.)

Accuracy of Representations and Warranties. The representations and warranties made of Buyer contained in this Agreement or any other document delivered by Buyer to Seller at the Closing in connection with this Agreement shall be correct true in all material respects on and as of the Closing Date with the same force and effect Date, as though such representations and warranties had been if made on and as of the Closing Date.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Chock Full O Nuts Corp), Asset Purchase Agreement (Hertz Technology Group Inc)

Accuracy of Representations and Warranties. The All representations and warranties made by Seller Buyer in this Agreement shall be true and correct in all material respects on and as of the Closing Date with the same force and effect as though if such representations and warranties had been made on and as of the Closing Date.

Appears in 2 contracts

Samples: Membership Interests Purchase Agreement (CorEnergy Infrastructure Trust, Inc.), Membership Interests Purchase Agreement (Arc Logistics Partners LP)

Accuracy of Representations and Warranties. The All of the representations and warranties made by Seller in this Agreement shall be correct true in all material respects on as of the date of this Agreement and as of the Closing Date with the same force and effect (except as though such representations and warranties had been made on the Closing Dateexpressly contemplated or permitted by this Agreement).

Appears in 2 contracts

Samples: Asset Purchase Agreement (Multi Link Telecommunications Inc), Asset Purchase Agreement (Multi Link Telecommunications Inc)

Accuracy of Representations and Warranties. The All representations and warranties made by Seller and the Shareholders in this Agreement, in any Schedule(s) hereto, and/or in any written statement delivered to Buyer under this Agreement shall be true and correct in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been were made on the Closing Dateand as of that date.

Appears in 2 contracts

Samples: Purchase and Sale of Assets Agreement (Megamedia Networks Inc), Purchase and Sale of Assets Agreement (Megamedia Networks Inc)

Accuracy of Representations and Warranties. The representations and warranties made by of Seller contained in this Agreement and in any schedule or exhibit hereto shall be correct in all material respects true and accurate on and as of the Closing Date Closing, with the same force and effect as though such representations and warranties had been if made on the Closing Datedate of the Closing, except as affected by transactions contemplated or permitted hereby.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Tice Technology Inc), Asset Purchase Agreement (Tice Technology Inc)

Accuracy of Representations and Warranties. The All representations and warranties made by of the Seller in this Agreement contained herein shall be true and correct in all material respects on and as of the Closing Date Date, with the same force and effect as though such representations and warranties had been made on and as of the Closing Date, except for changes permitted or contemplated by this Agreement.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Christian Broadcasting Network Inc), Stock Purchase Agreement (Regent University)

Accuracy of Representations and Warranties. The representations and warranties made by of Seller contained in this Agreement shall be true and correct in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had have been made on and as of such date (except to the Closing Dateextent that any such representation and warranty is stated in this Agreement to be made as of a specific date, in which case such representation and warranty shall be true and correct as of such specified date).

Appears in 2 contracts

Samples: Stock Purchase Agreement (Adaiah Distribution Inc), Stock Purchase Agreement (Zheng Huihe)

Accuracy of Representations and Warranties. The Buyer's representations and warranties made by Seller contained in this Agreement and all related documents shall be true and correct in all material respects on at and as of the Closing Date with the same force and effect as though such representations and warranties had been were made on the Closing Dateat that time.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Semco Energy Inc), Stock Purchase Agreement (Asha Corp)

Accuracy of Representations and Warranties. The representations and warranties made by of Seller contained in this Agreement and in any schedule or exhibit hereto shall be correct in all material respects true and accurate on and as of the Closing Date Date, with the same force and effect as though such representations and warranties had been if made on the Closing Date, except as affected by transactions contemplated or permitted hereby.

Appears in 2 contracts

Samples: Asset Purchase Agreement (St Lawrence Seaway Corp), Asset Purchase Agreement (Tice Technology Inc)

Accuracy of Representations and Warranties. The All of the representations and warranties made by Seller in this Agreement shall be correct in all material respects on and true as of the Closing Date with the same force and effect as though such representations and warranties had been made on as of the Closing Date, and Seller shall have delivered to Buyer a certificate to such effect, dated the Closing Date, and signed by Seller.

Appears in 2 contracts

Samples: Stock Exchange Agreement (Software Publishing Corp Holdings Inc), Stock Purchase Agreement (Crest View Inc)

Accuracy of Representations and Warranties. The All representations and warranties made by Seller in this Agreement or in any written statement that shall be correct in all material respects delivered to Buyer under this Agreement shall be true on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on the Closing Dateat that time.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Rimage Corp), Asset Purchase Agreement (Rimage Corp)

Accuracy of Representations and Warranties. The representations and warranties made by Seller in this Agreement shall be correct in all material respects on will have been true and complete as of the Signing Date and as of the Closing Date with the same force and effect as though such representations and warranties had been made on as of the Closing Date, except to the extent such representations or warranties made as of a specific date will have been correct and complete as of the specified date.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Inspire Insurance Solutions Inc), Asset Purchase Agreement (Inspire Insurance Solutions Inc)

Accuracy of Representations and Warranties. The representations and warranties made by of Seller Shareholder contained in this Agreement and all related documents shall be true and correct in all material respects on at and as of the Closing Date with the same force and effect as though such representations and warranties had been were made on the Closing Datethat date.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Maxco Inc), Stock Purchase Agreement (Semco Energy Inc)

Accuracy of Representations and Warranties. The representations and warranties made by Seller in this Agreement shall be correct accurate in all material respects on and or as of the effective date of Closing Date with the same force and effect as though such representations and warranties had shall be deemed to have been made again on the Closing Dateeffective date of Closing.

Appears in 2 contracts

Samples: Asset Purchase Agreement (AMEDICA Corp), Asset Purchase Agreement (AMEDICA Corp)

Accuracy of Representations and Warranties. The Each of the representations and warranties made by Seller of SELLER contained in this Agreement shall be correct in all material respects true on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on and as of the Closing Date, except as affected by transactions contemplated hereby.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Bowlin Outdoor Advertising & Travel Centers Inc), Purchase Agreement (Bowlin Outdoor Advertising & Travel Centers Inc)

Accuracy of Representations and Warranties. The representations and warranties made by of Seller contained in this Agreement shall be true and correct in all material respects on as of the date hereof and as of the Closing Date and shall be deemed automatically repeated at Closing in accordance with the same force and effect as though such representations and warranties had been made on the Closing DateSection 7.5.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Amphastar Pharmaceuticals, Inc.), Asset Purchase Agreement (Amphastar Pharmaceuticals, Inc.)

Accuracy of Representations and Warranties. The All representations and warranties made by of Seller in this Agreement contained herein shall be true and correct in all material respects on as of the date of this Agreement and as of the Closing Date Date, with the same force and effect as though such representations and warranties had been made on at and as of the Closing Date, except as otherwise contemplated by this Agreement.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (Cardinal Financial Corp), Membership Interest Purchase Agreement (United Bankshares Inc/Wv)

Accuracy of Representations and Warranties. The representations and warranties made by Seller in this Agreement shall be true and correct in all material respects on and as of the Closing Date with the same force and effect as though such Date, other than representations and warranties had been made on as of a specified date, which shall be true and correct as of the Closing Datespecified date, and except for breaches and inaccuracies that do not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 2 contracts

Samples: Asset Purchase Agreement (RSL Communications LTD), Asset Purchase Agreement (RSL Communications LTD)

Accuracy of Representations and Warranties. The All representations and warranties made by the Seller in this Agreement shall be true and correct in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on the Closing Date.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Norton Motorcycles Inc), Asset Purchase Agreement (Norton Motorcycles Inc)

Accuracy of Representations and Warranties. The All representations and warranties made by Seller in this Agreement, in any schedule(s) hereto, and/or in any written statement delivered to the Buyer under this Agreement shall be true and correct in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been were made on the Closing Dateand as of such dates.

Appears in 2 contracts

Samples: Settlement of Debts and Asset Purchase Agreement (Famous Fixins Inc), Settlement of Debts and Asset Purchase Agreement (Famous Fixins Inc)

Accuracy of Representations and Warranties. The representations and warranties made by Seller in this Agreement agreement shall be correct in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on the Closing Date.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Isa Internationale Inc), Asset Purchase Agreement (Efunds Corp)

Accuracy of Representations and Warranties. The All representations and warranties made by of Seller and the Trust set forth in this Agreement shall be true and correct in all material respects at the Closing Date as if made on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on the Closing Date.

Appears in 2 contracts

Samples: Share Purchase Agreement (Usaa Real Estate Co), Share Purchase Agreement (American Industrial Properties Reit Inc)

Accuracy of Representations and Warranties. The All of the representations and warranties made by Seller Buyer in this Agreement shall be correct in all material respects on and true as of the Closing Date with the same force and effect as though such representations and warranties had been made on as of the Closing Date, and Buyer shall have delivered to Seller a certificate to such effect dated the Closing Date, signed by Buyer's President and Secretary.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Crest View Inc), Stock Exchange Agreement (Software Publishing Corp Holdings Inc)

Accuracy of Representations and Warranties. The representations and warranties made by Seller in this Agreement shall be true, correct and complete in all material respects on at and as of the Closing Date with the same force and effect as though such representations and warranties had been if made on and as of the Closing Date.

Appears in 1 contract

Samples: Purchase and Assumption Agreement (Brooke Corp)

Accuracy of Representations and Warranties. The representations and warranties made by each Seller in this Agreement shall be correct in all material respects on have been true and complete as of the Signing Date and as of the Closing Date with the same force and effect as though such representations and warranties had been made on as of the Closing Date.

Appears in 1 contract

Samples: Asset and Renewal Rights Acquisition Agreement (Hallmark Financial Services Inc)

Accuracy of Representations and Warranties. The representations and warranties made by of each Seller contained in this Agreement shall be true and correct in all material respects on at the Closing Date with the same effect as though made at such time and the representations and warranties of such Seller contained in this Agreement which are qualified by materiality shall be true and correct in all respects as of the Closing Date with the same force and effect as though made at such representations and warranties had been made on the Closing Datetime.

Appears in 1 contract

Samples: Asset Purchase Agreement (Duro Communications Corp)

Accuracy of Representations and Warranties. The representations and warranties made by of Seller contained in this Agreement shall be true and correct in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on the Closing Dateand as of such date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Sonomawest Holdings Inc)

Accuracy of Representations and Warranties. The All of the representations and warranties made by Seller in this Agreement shall be correct true in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on as of the Closing Date.

Appears in 1 contract

Samples: Technology Purchase Agreement

Accuracy of Representations and Warranties. The representations and warranties made by of Seller contained in this Agreement and the Related Agreement shall be true and correct in all material respects on at and as of the Closing Date with the same force and effect as though such representations and warranties had been were made on the Closing Datethat date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Cardinal Minerals Inc)

Accuracy of Representations and Warranties. The representations and warranties made by Seller of the Sellers contained in this Agreement shall be correct are true and accurate in all material respects on and as of the Closing Date Date, with the same force and effect as though such representations and warranties had been if made on the Closing Date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Reckson Services Industries Inc)

Accuracy of Representations and Warranties. The All of the representations and warranties made by of Seller set forth in this Agreement (except to the extent such representations and warranties expressly relate to an earlier date) shall be true and correct in all material respects on and as of the Closing Date with the same force and effect as though if all of such representations and warranties had been were made on at the Closing Date.

Appears in 1 contract

Samples: Stock Purchase Agreement (QCR Holdings Inc)

Accuracy of Representations and Warranties. The representations and warranties made by each Seller and Company in this Agreement shall be will have been true, complete and correct in all material respects on as of the Signing Date and as of the Closing Date with the same force and effect as though such representations and warranties had been made on as of the Closing Date, except to the extent such representations or warranties made as of a specific date will have been correct and complete as of the specified date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Marketing Specialists Corp)

Accuracy of Representations and Warranties. The representations and warranties made by of Seller contained in this Agreement or in any other Document shall be true and correct in all material respects on the date hereof and as of at the Initial Closing Date with the same force and effect as though made at such representations and warranties had been made on the Closing Datetime.

Appears in 1 contract

Samples: Asset Purchase Agreement (Force Fuels Inc.)

Accuracy of Representations and Warranties. The All representations and warranties made by of Seller in this Agreement contained herein shall be true and correct in all material respects on and as of the Closing Date Closing, with the same force and effect as though such representations made at and warranties had been made on as of the Closing DateClosing, except for changes expressly contemplated or permitted by this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement

Accuracy of Representations and Warranties. The Each of the representations and warranties of Seller made by Seller in this Agreement shall be true and correct in all material respects when made and shall be true and correct in all material respects at and as of the Closing Date as though such representations and warranties were made or given on and as of the Closing Date with the same force Date. Seller shall have materially performed its obligations hereunder in all material respects, and effect as though Seller shall have cured any material defaults within five (5) days after receiving written notice of such representations and warranties had been made on the Closing Datedefault from Buyer.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Global Partners Lp)

Accuracy of Representations and Warranties. The All of the representations and warranties made by Seller the Sellers in this Agreement shall be correct in all material respects on and true as of the Closing Date with the same force and effect as though such representations and warranties had been made on as of the Closing Date., and Sellers shall have delivered to Empire a certificate to such effect, dated the Closing Date, and signed by the Chief Executive Officer of Streamlogue;

Appears in 1 contract

Samples: Share Purchase Agreement (Empire Global Corp.)

Accuracy of Representations and Warranties. The representations and warranties made by of Seller in this Agreement shall have been true in all material respects when made and shall be correct true in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on the Closing Dateand as of such date.

Appears in 1 contract

Samples: Asset Purchase Agreement (SGS International, Inc.)

Accuracy of Representations and Warranties. The representations and warranties made by Seller of the Sellers set out in this Agreement shall be correct in all material respects on true, accurate and not misleading as of at the Closing Date with reference to the same force facts and effect as though such representations and warranties had been made on the Closing Datecircumstances then existing.

Appears in 1 contract

Samples: Share Purchase Agreement

Accuracy of Representations and Warranties. The Buyer's representations and warranties made by Seller contained in this Agreement and all Related Agreements shall be true and correct in all material respects on at and as of the Closing Date with the same force and effect as though such representations and warranties had been were made on at the Closing DateClosing.

Appears in 1 contract

Samples: Asset Purchase Agreement (Integral Vision Inc)

Accuracy of Representations and Warranties. The representations and warranties made by Seller Shareholder in this Agreement shall be correct in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on the Closing Date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Golden West Brewing Company, Inc.)

Accuracy of Representations and Warranties. The representations and warranties made by of Seller contained in this Agreement shall be correct in all material respects true on and as of the Closing Date with the same force and effect as though such representations and warranties had been if they were made on and as of the Closing Date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Gibraltar Packaging Group Inc)

Accuracy of Representations and Warranties. The All the representations and warranties made by of Seller contained in this Agreement shall be correct in all material respects on accurate at and as of the Closing Date with the same force and effect as though such representations and warranties had been were made at and as of such time, except to the extent such representations and warranties expressly relate to an earlier date (in which case such representations and warranties shall be true and correct on the Closing Dateand as of such earlier date), and except for such changes therein as are contemplated by this Agreement, and in each case except for breaches as to matters that would not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Asset Purchase Agreement (Flowserve Corp)

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Accuracy of Representations and Warranties. The Seller’s representations and warranties made by Seller set forth in this Agreement shall be true and correct in all material respects both on the date of this Agreement and as of the Closing Date (with the same force and effect as though if such representations and warranties had been were made on anew at and as of, the Closing Date, except (i) to the extent that such representations and warranties are by their express provisions made as of the date of this Agreement or another specified date and (ii) to effect any activities or transactions that may have taken place after the date of this Agreement and that are contemplated by this Agreement).

Appears in 1 contract

Samples: Purchase and Sale Agreement (Meta Group Inc)

Accuracy of Representations and Warranties. The representations and warranties made by Seller of Sellers contained in this Agreement shall be true and correct in all material respects on and as of the Closing Date with the same force and effect as though made at such time and the representations and warranties had been made on of Sellers contained in this Agreement which are qualified by materiality shall be true and correct in all respects as of the Closing DateDate with the same effect as though made at such time.

Appears in 1 contract

Samples: Asset Purchase Agreement (Nutrition 21 Inc)

Accuracy of Representations and Warranties. The All of the representations and warranties made by of the Seller contained in this Agreement shall be true and correct in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on the Closing Dateand as of such date, except for those representations and warranties which by their terms are made as of a specific date which shall be true and correct on and as of such date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Safenet Inc)

Accuracy of Representations and Warranties. The All of the representations and warranties made by the Seller in this Agreement shall be true and correct in all material respects on as of the date hereof and as of the Closing Date with the same force and effect as though if such representations and warranties had been made on at and as of the Closing Date.

Appears in 1 contract

Samples: Sale Agreement

Accuracy of Representations and Warranties. The representations and warranties made by of Seller in this Agreement shall must be correct in all material respects on true and as of the Closing Date with the same force correct, both when made and effect as though such representations and warranties had been made on the Closing Date.;

Appears in 1 contract

Samples: Asset Purchase Agreement (Rockford Corp)

Accuracy of Representations and Warranties. The representations and warranties made by of Seller contained in this Agreement shall be true and correct in all material respects on and as of the Closing Date with the same force and effect as though made at such time and the representations and warranties had been made on of Seller contained in this Agreement which are qualified by materiality shall be true and correct in all respects as of the Closing DateDate with the same effect as though made at such time.

Appears in 1 contract

Samples: Asset Purchase Agreement (Nutrition 21 Inc)

Accuracy of Representations and Warranties. The representations and warranties made by Seller Purchaser in this Agreement agreement shall be correct in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on the Closing Date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Efunds Corp)

Accuracy of Representations and Warranties. The representations and warranties made by of Seller and Parent contained in this Agreement shall be true and correct in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on the Closing Date, except as otherwise specifically contemplated by this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Cliffs Drilling Co)

Accuracy of Representations and Warranties. The Each of the representations and warranties made by Seller and Selling Stockholder in this Agreement shall be correct true in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on the Closing Date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Infe Human Resources Inc)

Accuracy of Representations and Warranties. The representations and warranties made by Seller of Sellers set forth in this Agreement shall be true and correct in all material respects on as of the date of this Agreement and as of the Closing Date with the same force and effect as though such representations and warranties had been made on the Closing Date.

Appears in 1 contract

Samples: Exchange Agreement (Lions Gate Entertainment Corp /Cn/)

Accuracy of Representations and Warranties. The representations and warranties made by of Seller and Shareholder contained in this Agreement shall be have been true and correct in at all material respects on times between the date of this Agreement and as of the Closing Date Date, with the same force and effect as though such representations and warranties had been if made on the Closing Dateand as of that date.

Appears in 1 contract

Samples: Asset Conveyance Agreement (Main Street & Main Inc)

Accuracy of Representations and Warranties. The representations Each representation and warranties made by warranty of Seller contained in this Agreement shall be true and correct (in the case of representations and warranties qualified as to materiality) or true and correct in all material respects on (in the case of representations and warranties that are not so qualified) as of the Closing Date with the same force and effect as though such representations and warranties had been made on the Closing Date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Pacifichealth Laboratories Inc)

Accuracy of Representations and Warranties. The representations and warranties made by Seller Shareholders and XML in this Agreement shall be correct in all material respects on and as of the Closing Date date with the same force and effect as though such representations and warranties had been made on the Closing Datedate.

Appears in 1 contract

Samples: Reorganization Agreement (International Capital Funding Inc)

Accuracy of Representations and Warranties. The Each of the representations and warranties made by Seller Sellers in this Agreement shall be true, correct and complete in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on the Closing Datesuch date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Plato Learning Inc)

Accuracy of Representations and Warranties. The representations and warranties made by of the Seller contained in this Agreement and the Related Agreements and in any schedule attached hereto and thereto shall be true and correct in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on and as of such date and the Closing Purchaser shall have received a certificate, executed by the President and the Secretary of the Seller, dated the closing Date, to such effect, subject to the actual knowledge of the principals of the Seller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Xoom Inc)

Accuracy of Representations and Warranties. The representations and warranties made by of Seller contained in this Agreement and all Related Agreements shall be true and correct in all material respects on at and as of the Closing Date with the same force and effect as though such representations and warranties had been were made on the Closing Datethat date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Integral Vision Inc)

Accuracy of Representations and Warranties. The representations and warranties made by Seller of Sellers contained in this Agreement or in any other Document shall be true and correct in all material respects on the date hereof, and as of at the Closing Date with the same force and effect as though made at such representations and warranties had been made on the Closing Datetime, except for changes permitted hereunder.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Sunrise Senior Living Inc)

Accuracy of Representations and Warranties. The representations and warranties made by Seller in or pursuant to this Agreement shall be have been true and correct on the date hereof and true and correct in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on the Closing Date.

Appears in 1 contract

Samples: Share and Asset Purchase Agreement (SharpLink Gaming Ltd.)

Accuracy of Representations and Warranties. The representations and warranties made by Seller in this Agreement agreement shall be correct in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on as of the Closing Date.; (b)

Appears in 1 contract

Samples: Purchase and Sale Agreement (Ringer Corp /Mn/)

Accuracy of Representations and Warranties. (i) The representations and warranties made by of Seller set forth in this Agreement shall will be true and correct in all material respects on the Agreement Date and as of true and correct in all respects on the Closing Date with the same force and effect as though such representations and warranties if they had been made on the Closing DateDate (except for any such representations and warranties that, by their terms, speak only as of a specific date or dates, in which case such representations and warranties that are qualified by materiality will be true and correct in all respects as of such specified date or dates).

Appears in 1 contract

Samples: Asset Purchase Agreement (DatChat, Inc.)

Accuracy of Representations and Warranties. The representations and warranties made by Seller of Sellers set forth in this Agreement shall be correct accurate in all material respects on at and as of the Closing Date with the same force and effect as though such representations and warranties had been made on and as of the Closing Date, except for any changes resulting from activities or transactions which may have taken place after the Basic Warranty Date and which are permitted or contemplated by this Agreement or which have been entered into in the ordinary course of business.

Appears in 1 contract

Samples: Stock Purchase Agreement (Sykes Enterprises Inc)

Accuracy of Representations and Warranties. The representations and warranties made by of Seller contained in this Agreement shall be true and correct in all material respects on at and as of the date hereof and as of the Closing Date with the same force and effect as though such except that those representations and warranties had been made on the Closing Date.which address matters only as of a particular date shall remain true and correct as of such date;

Appears in 1 contract

Samples: Asset Purchase Agreement (Schiff Nutrition International, Inc.)

Accuracy of Representations and Warranties. The representations and warranties made by Seller in this Agreement shall be will have been true, complete and correct in all material respects on as of the Signing Date and as of the Closing Date with the same force and effect as though such representations and warranties had been made on as of the Closing Date, except to the extent such representations or warranties made as of a specific date will have been correct and complete as of the specified date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Marketing Specialists Corp)

Accuracy of Representations and Warranties. The All representations and warranties made by of the Seller and the Company contained in this Agreement shall have been true and correct when made and shall be true and correct in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on and as of the Closing Date, except for representations and warranties applicable solely as to a specified date. Section 7.2.

Appears in 1 contract

Samples: Stock Purchase Agreement

Accuracy of Representations and Warranties. The representations and warranties made by of Seller contained in this Agreement and all Related Documents shall be true and correct in all material respects on at and as of the Closing Date with the same force and effect as though such representations and warranties had been were made on the Closing Date. Further, upon request of Purchaser, Seller shall deliver to Purchaser a certificate certifying that as of the Closing Date all of the representations and warranties of Seller contained in this Agreement are true and correct.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Americhip International Inc)

Accuracy of Representations and Warranties. The All representations and warranties made by of the Seller and the Company contained in this Agreement shall have been true and correct when made and shall be true and correct in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on and as of the Closing Date, except for representations and warranties applicable solely as to a specified date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Community Bancorp Inc)

Accuracy of Representations and Warranties. The representations and warranties made by of Seller and the Partners contained in this Agreement shall be correct true in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on the Closing Date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Radiant Logistics, Inc)

Accuracy of Representations and Warranties. The representations Each representation and warranties made by warranty of Seller contained in this Agreement shall be true and correct in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on the Closing Date, except as otherwise specifically contemplated by this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Unit Corp)

Accuracy of Representations and Warranties. The warranties and representations and warranties made by Seller in this Agreement shall be true and correct in the aggregate in all material respects, except all such representations and warranties qualified by materiality or material adverse effect or similar qualification shall be true and correct in all material respects respects, on and as of the Closing Date (except to the extent expressly made as of an earlier date, in which case as of such date) with the same force and effect as though if such warranties and representations and warranties had been made on and as of the Closing Date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Travelcenters of America LLC)

Accuracy of Representations and Warranties. The Buyer's representations and warranties made by Seller contained in this Agreement and the related Agreement shall be true and correct in all material respects on at and as of the Closing Date with the same force and effect as though such representations and warranties had been were made on at the Closing DateClosing.

Appears in 1 contract

Samples: Asset Purchase Agreement (Cardinal Minerals Inc)

Accuracy of Representations and Warranties. The representations Each and warranties every representation and warranty made by Seller in this Agreement shall be true and correct in all material respects on as of the date of this Agreement and as of the Closing Date with the same force and effect as though such representations and warranties had been if made or given on the Closing Date.

Appears in 1 contract

Samples: Asset Purchase Agreement (It Partners Inc)

Accuracy of Representations and Warranties. The representations and warranties made by Seller of each of the Sellers contained in this Agreement shall be have been true and correct in all material respects when made and on and as of the Closing Date with as if made at the same force and effect as though such Closing (provided, that representations and warranties had which address matters only as of a certain date shall have been made on the Closing Datetrue and correct as of such certain date).

Appears in 1 contract

Samples: Purchase Agreement (Harleysville National Corp)

Accuracy of Representations and Warranties. The representations and warranties made by Seller Buyer in this Agreement agreement shall be correct in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on the Closing Date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Isa Internationale Inc)

Accuracy of Representations and Warranties. (i) The representations and warranties made by Seller of Buyer set forth in this Agreement shall will be true and correct in all material respects on the Agreement Date and as of true and correct in all respects on the Closing Date with the same force and effect as though such representations and warranties if they had been made on the Closing DateDate (except for any such representations and warranties that, by their terms, speak only as of a specific date or dates, in which case such representations and warranties that are qualified by materiality will be true and correct in all respects as of such specified date or dates).

Appears in 1 contract

Samples: Asset Purchase Agreement (DatChat, Inc.)

Accuracy of Representations and Warranties. The representations and warranties made by Seller Purchaser in this Agreement shall be correct in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on the Closing Date.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (MedMen Enterprises, Inc.)

Accuracy of Representations and Warranties. The representations and warranties made by of Seller contained in this Agreement shall have been true and correct on the date hereof and shall be true and correct in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on and as of the Closing Date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Berliner Communications Inc)

Accuracy of Representations and Warranties. The representations and warranties made by Seller of Sellers and the Company set forth in this Agreement shall be true and correct in all material respects on and as of the Closing Date with the same force and effect as though such made on and as of that date (other than representations and warranties had that are made as of a specific date, which representations and warranties shall have been made true and correct on the Closing Dateand as of such date).

Appears in 1 contract

Samples: Equity Interest Purchase Agreement (Silver Star Properties Reit, Inc)

Accuracy of Representations and Warranties. The representations and warranties made by Seller of Buyer in this Agreement shall be correct in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on the Closing Date.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Vaughn Communications Inc)

Accuracy of Representations and Warranties. The representations and warranties made by of the Seller contained in this Agreement and in any Schedule attached hereto shall be true and correct in all material respects on and as of the Closing Date with the same force and effect as though such representations and warranties had been made on and as of such date and the Closing Purchaser shall have received a certificate, executed by the President and the Secretary of the Seller, dated the closing Date, to such effect.

Appears in 1 contract

Samples: Asset Purchase Agreement (Vacu Dry Co)

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