Common use of Accuracy of Representations, Warranties and Agreements Clause in Contracts

Accuracy of Representations, Warranties and Agreements. The representations, warranties and agreements made by the Seller herein shall be true and correct on the date of this Agreement and at the Appointment Time (or with respect to Sections 4.1, 4.4, and 4.17, as of the Closing Date) in all material respects with the same effect as though made at such time (except to the extent the Buyer shall waive the same). The Seller shall have performed and complied with all agreements, covenants and conditions required by this Agreement to be performed and complied with by it in all material respects at or prior to the Closing Date; and the Seller shall have delivered to the Buyer a certificate of its Chief Executive Officer and President dated the Closing Date certifying to such compliance and completion.

Appears in 2 contracts

Samples: 2 Asset Purchase Agreement (Apertus Technologies Inc), Asset Purchase Agreement (Computer Network Technology Corp)

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Accuracy of Representations, Warranties and Agreements. The representations, warranties and agreements made by of the Seller Buyer and Guarantor herein shall be true and correct on the date of this Agreement and at the Appointment Time (or with respect to Sections 4.1, 4.4, 5.1 and 4.175.2, as of the Closing Date) in all material respects with the same effect as though if made at such time (except to the extent the Buyer shall waive Seller waives the same). The Seller ; the Buyer shall have performed and complied with all agreements, covenants covenants, and conditions required by this Agreement to be performed and or complied with by it in all material respects at or prior to the Closing Date; and the Seller Buyer and Guarantor shall have delivered to the Buyer Seller a certificate of its Chief Executive Officer and President dated the Closing Date certifying to such compliance and completion.

Appears in 2 contracts

Samples: 2 Asset Purchase Agreement (Apertus Technologies Inc), Asset Purchase Agreement (Computer Network Technology Corp)

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