Common use of Accuracy of Representations; Performance Clause in Contracts

Accuracy of Representations; Performance. The representations and warranties made by the Company in this Agreement were true when made and shall be true as of the Closing Date (except for changes therein permitted by this Agreement) with the same force and effect as if such representations and warranties were made at and as of the Closing Date, and the Company shall have performed and complied with all covenants and conditions required by this Agreement to be performed or complied with by the Company prior to or at the Closing. Newco shall have been furnished with a certificate, signed by a duly authorized executive officer of the Company and dated the Closing Date, to the foregoing effect.

Appears in 1 contract

Samples: Share Exchange Agreement (CleanTech Innovations, Inc.)

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Accuracy of Representations; Performance. The representations and warranties made by the Company and the Sellers in this Agreement were true when made and shall be true as of at the Closing Date (except for changes therein permitted by this Agreement) with the same force and effect as if such representations and warranties were made at and as of the Closing DateDate (except for changes therein permitted by this Agreement), and the Company and the Sellers shall have performed and or complied with all covenants and conditions required by this Agreement to be performed or complied with by the Company and the Sellers prior to or at the Closing. Newco shall have been Buyer may request to be furnished with a certificate, signed by a duly authorized executive officer of the Company and the Sellers and dated the Closing Date, to the foregoing effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (6D Global Technologies, Inc)

Accuracy of Representations; Performance. The representations and warranties made by the Company and Acquisition in this Agreement were true when made and shall be true as of the Closing Date (except for changes therein permitted by this Agreement) with the same force and effect as if such representations and warranties were made at and as of the Closing Date, and the Company and Acquisition shall have performed and complied with all covenants and conditions required by this Agreement to be performed or complied with by the Company and Acquisition prior to or at the Closing. Newco I-ON shall have been furnished with a certificate, signed by a duly authorized executive officer of the Company and dated the Closing Date, to the foregoing effect.

Appears in 1 contract

Samples: Merger Agreement (Evans Brewing Co Inc.)

Accuracy of Representations; Performance. The representations and warranties made by the Company and Acquisition in this Agreement were true when made and shall be true as of the Closing Date (except for changes therein permitted by this Agreement) with the same force and effect as if such representations and warranties were made at and as of the Closing Date, and the Company and Acquisition shall have performed and complied with all covenants and conditions required by this Agreement to be performed or complied with by the Company and Acquisition prior to or at the Closing. Newco Driven shall have been furnished with a certificate, signed by a duly authorized executive officer of the Company and dated the Closing Date, to the foregoing effect.

Appears in 1 contract

Samples: Merger Agreement (Results Based Outsourcing Inc)

Accuracy of Representations; Performance. The representations and warranties made by the Company and Acquisition in this Agreement were true when made and shall be true as of the Closing Date (except for changes therein permitted by this Agreement) with the same force and effect as if such representations and warranties were made at and as of the Closing Date, and the Company and Acquisition shall have performed and complied with all covenants and conditions required by this Agreement to be performed or complied with by the Company and Acquisition prior to or at the Closing. Newco BST shall have been furnished with a certificate, signed by a duly authorized executive officer of the Company and dated the Closing Date, to the foregoing effect.

Appears in 1 contract

Samples: Merger Agreement (Axelerex Corp.)

Accuracy of Representations; Performance. The representations and warranties made by the Company and Acquisition in this Agreement were true when made and shall be true as of the Closing Date (except for changes therein permitted by this Agreement) with the same force and effect as if such representations and warranties were made at and as of the Closing Date, and the Company and Acquisition shall have performed and complied with all covenants and conditions required by this Agreement to be performed or complied with by the Company and Acquisition prior to or at the Closing. Newco CDI shall have been furnished with a certificate, signed by a duly authorized executive officer of the Company and dated the Closing Date, to the foregoing effect.

Appears in 1 contract

Samples: Merger Agreement (I-on Digital Corp.)

Accuracy of Representations; Performance. The representations and warranties made by the Company and Acquisition in this Agreement were true when made and shall be true as of the Closing Date (except for changes therein permitted by this Agreement) with the same force and effect as if such representations and warranties were made at and as of the Closing Date, and the Company and Acquisition shall have performed and complied with all covenants and conditions required by this Agreement to be performed or complied with by the Company and Acquisition prior to or at the Closing. Newco LB shall have been furnished with a certificate, signed by a duly authorized executive officer of the Company and dated the Closing Date, to the foregoing effect.

Appears in 1 contract

Samples: Merger Agreement (Leafbuyer Technologies, Inc.)

Accuracy of Representations; Performance. The representations and warranties made by the Company and Acquisition in this Agreement were true when made and shall be true as of the Closing Date (except for changes therein permitted by this Agreement) with the same force and effect as if such representations and warranties were made at and as of the Closing Date, and the Company and Acquisition shall have performed and complied with all covenants and conditions required by this Agreement to be performed or complied with by the Company and Acquisition prior to or at the Closing. Newco Quanta shall have been furnished with a certificate, signed by a duly authorized executive officer of the Company and dated the Closing Date, to the foregoing effect.

Appears in 1 contract

Samples: Merger Agreement (Freight Solution Inc)

Accuracy of Representations; Performance. The representations and warranties made by the Company in this Agreement were true when made and shall be true as of the Closing Date (except for changes therein permitted by this Agreement) with the same force and effect as if such representations and warranties were made at and as of the Closing Date, and the Company shall have performed and complied with all covenants and conditions required by this Agreement to be performed or complied with by the Company prior to or at the Closing. Newco Casa Mxxxxxxx shall have been furnished with a certificate, signed by a duly authorized executive officer of the Company and dated the Closing Date, to the foregoing effect.

Appears in 1 contract

Samples: Share Exchange Agreement (Advanced Cloud Storage, Inc.)

Accuracy of Representations; Performance. The representations and warranties made by the Company and Acquisition in this Agreement were true when made and shall be true as of the Closing Date (except for changes therein permitted by this Agreement) with the same force and effect as if such representations and warranties were made at and as of the Closing Date, and the Company and Acquisition shall have performed and complied with all covenants and conditions required by this Agreement to be performed or complied with by the Company and Acquisition prior to or at the Closing. Newco HT shall have been furnished with a certificate, signed by a duly authorized executive officer of the Company and dated the Closing Date, to the foregoing effect.

Appears in 1 contract

Samples: Merger Agreement (TeleHealthCare, Inc.)

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Accuracy of Representations; Performance. The representations and warranties made by the Company Companies and the Sellers in this Agreement were true when made and shall be true as of at the Closing Date (except for changes therein permitted by this Agreement) with the same force and effect as if such representations and warranties were made at and as of the Closing DateDate (except for changes therein permitted by this Agreement), and the Company and the Sellers shall have performed and or complied with all covenants and conditions required by this Agreement to be performed or complied with by the Company and the Sellers prior to or at the Closing. Newco shall have been Buyer may request to be furnished with a certificate, signed by a duly authorized executive officer of the Company and the Sellers and dated the Closing Date, to the foregoing effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Grove, Inc.)

Accuracy of Representations; Performance. The representations and warranties made by the Company and Acquisition in this Agreement were true when made and shall be true as of the Closing Date (except for changes therein permitted by this Agreement) with the same force and effect as if such representations and warranties were made at and as of the Closing Date, and the Company and Acquisition shall have performed and complied with all covenants and conditions required by this Agreement to be performed or complied with by the Company and Acquisition prior to or at the Closing. Newco NDI shall have been furnished with a certificate, signed by a duly authorized executive officer of the Company and dated the Closing Date, to the foregoing effect.

Appears in 1 contract

Samples: Merger Agreement (Go2green Landscaping, Inc.)

Accuracy of Representations; Performance. The representations and warranties made by the Company in this Agreement were true when made and shall be true as of the Closing Date (except for changes therein permitted by this Agreement) with the same force and effect as if such representations and warranties were made at and as of the Closing Date, and the Company shall have performed and complied with all covenants and conditions required by this Agreement to be performed or complied with by the Company prior to or at the Closing. Newco BEST shall have been furnished with a certificate, signed by a duly authorized executive officer of the Company and dated the Closing Date, to the foregoing effect.

Appears in 1 contract

Samples: Agreement and Plan of Securities Exchange (TurkPower Corp)

Accuracy of Representations; Performance. The representations and warranties made by the Company Buyer in this Agreement were true when made and shall be true as of the Closing Date (except for changes therein permitted by this Agreement) with the same force and effect as if such representations and warranties were made at and as of the Closing Date, and the Company Buyer shall have performed and complied with all covenants and conditions required by this Agreement to be performed or complied with by the Company Buyer prior to or at the Closing. Newco The Company shall have been furnished with a certificate, signed by a duly authorized executive officer of the Company Buyer and dated the Closing Date, to the foregoing effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (6D Global Technologies, Inc)

Accuracy of Representations; Performance. The representations and warranties made by the Company Buyer in this Agreement were true when made and shall be true as of the Closing Date (except for changes therein permitted by this Agreement) with the same force and effect as if such representations and warranties were made at and as of the Closing Date, and the Company Buyer shall have performed and complied with all covenants and conditions required by this Agreement to be performed or complied with by the Company Buyer prior to or at the Closing. Newco The Companies shall have been furnished with a certificate, signed by a duly authorized executive officer of the Company Buyer and dated the Closing Date, to the foregoing effect.

Appears in 1 contract

Samples: Securities Purchase Agreement (Grove, Inc.)

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