Common use of Accuracy of Representations Clause in Contracts

Accuracy of Representations. All of Buyer’s representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 34 contracts

Samples: Stock Purchase Agreement (BIMI International Medical Inc.), Stock Purchase Agreement (China Liberal Education Holdings LTD), Stock Purchase Agreement (BIMI International Medical Inc.)

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Accuracy of Representations. All of Buyer’s Except as otherwise set forth in this Agreement, all representations and warranties by Buyer in this Agreement (considered collectively), shall be true on and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the closing date of this Agreement and must be accurate in all material respects as of the Closing Date as if though made on the Closing Dateat that time.

Appears in 28 contracts

Samples: Agreement (Senior Care Industries Inc), Agreement (Senior Care Industries Inc), Agreement (Senior Care Industries Inc)

Accuracy of Representations. All of Buyer’s representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must shall have been accurate in all material respects as of the date of this Agreement and must shall be accurate in all material respects as of the time of the Closing Date as if made on the Closing Datethen made.

Appears in 20 contracts

Samples: Asset Purchase Agreement (Intercloud Systems, Inc.), Asset Purchase Agreement (Barry R G Corp /Oh/), Asset Purchase Agreement

Accuracy of Representations. All of Buyer’s Purchaser's representations and warranties in this Agreement (considered collectively), and each of these Purchaser's representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 18 contracts

Samples: Stock Purchase Agreement (Centurion Gold Holdings Inc), Stock Purchase Agreement (Centurion Gold Holdings Inc), Stock Purchase Agreement (Sonoma College Inc)

Accuracy of Representations. All of Buyer’s Sellers' representations and warranties in this Agreement (considered collectively), and each of these Sellers' representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 17 contracts

Samples: Stock Purchase Agreement (Centurion Gold Holdings Inc), Stock Purchase Agreement (Commodore Minerals Inc), Stock Purchase Agreement (Redhand International Inc)

Accuracy of Representations. All of Buyer’s the representations and warranties made by Buyer in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as or any of the date of this Agreement Closing Documents shall be true, correct and must be accurate in all material respects complete on and as of the Closing Date with the same force and effect as if though such representations and warranties had been made on and as of the Closing Date., and Buyer will so certify; and

Appears in 7 contracts

Samples: Purchase and Sale Agreement (BLACK CREEK INDUSTRIAL REIT IV Inc.), Purchase and Sale Agreement (Industrial Property Trust Inc.), Purchase and Sale Agreement (Industrial Property Trust Inc.)

Accuracy of Representations. All Each of Buyer’s representations and warranties in this Agreement (considered collectively)Agreement, and each of these representations and warranties (considered individually), must have been was accurate in all material respects as of the date of this Agreement and must be is accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 7 contracts

Samples: Stock Purchase Agreement (Aristocrat International Pty LTD), Stock Purchase Agreement (Aristocrat International Pty LTD), Stock Purchase Agreement (White Gehrig H)

Accuracy of Representations. All Each of BuyerShareholder’s representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been were accurate in all material respects as of the date of this Agreement Agreement, and must be are accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 7 contracts

Samples: Stock Purchase Agreement (Aristocrat International Pty LTD), Stock Purchase Agreement (White Gehrig H), Stock Purchase Agreement (White Gehrig H)

Accuracy of Representations. All of Buyer’s the representations and warranties made by the Vendors in this Agreement (considered collectively), and each of these said representations and warranties (considered individually), must shall have been accurate in all material respects as of the date of this Agreement Agreement, and must shall be accurate in all material respects as of the Scheduled Closing Date Time as if made on at the Scheduled Closing DateTime, without giving effect to any update to the Disclosure Schedule.

Appears in 6 contracts

Samples: Share Sale and Purchase Agreement (Asia Online LTD), Share Purchase and Subscription Agreement (Asia Online LTD), Share Purchase Agreement (Asia Online LTD)

Accuracy of Representations. (a) All of Buyer’s Seller's representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date, without giving effect to any supplement to the Disclosure Letter.

Appears in 6 contracts

Samples: Share Exchange Agreement (Melita International Corp), Asset Purchase Agreement (JLM Industries Inc), Agreement and Plan of Reorganization (Dynamic Health Products Inc)

Accuracy of Representations. All of BuyerPurchaser’s representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 6 contracts

Samples: Stock Purchase Agreement, Share Purchase Agreement (Babydot CO), Mining Claims Purchase Agreement (Ivany Mining Inc)

Accuracy of Representations. All of Buyer’s representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 6 contracts

Samples: Purchase and Sale Agreement (Energy XXI Texas, LP), Purchase and Sale Agreement (Pogo Producing Co), Purchase and Sale Agreement (Energy Xxi (Bermuda) LTD)

Accuracy of Representations. All of Buyer’s Seller's representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 5 contracts

Samples: Membership Purchase Agreement (Clearwater Ventures, Inc.), Asset Purchase Agreement (By&c Management Inc), Asset Purchase Agreement (By&c Management Inc)

Accuracy of Representations. (a) All of Buyer’s Sellers’ representations and warranties in this Agreement (considered collectively), and each of these those representations and warranties (considered individuallyindividually)(without giving effect to any qualification contained therein as to materiality, including the phrases “material”, “in all material respects” and “material adverse change”), must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 5 contracts

Samples: Stock Purchase Agreement (BIMI International Medical Inc.), Stock Purchase Agreement (BIMI International Medical Inc.), Stock Purchase Agreement (BOQI International Medical, Inc.)

Accuracy of Representations. All Each of Buyer’s the representations and warranties made by Buyer in this Agreement (considered collectively), and in each of these representations and warranties (considered individually), must the other Transaction Documents delivered to Seller in connection with the transactions contemplated by this Agreement shall have been accurate in all material respects as of the date of this Agreement and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 5 contracts

Samples: Asset Purchase Agreement (Eco Science Solutions, Inc.), Asset Purchase Agreement (Separation Degrees - One, Inc.), Asset Purchase Agreement (Separation Degrees - One, Inc.)

Accuracy of Representations. All Each of Buyer’s 's representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 5 contracts

Samples: Asset Purchase Agreement (Best Energy Services, Inc.), Stock Purchase Agreement (Hybrook Resources Corp.), Asset Purchase Agreement (Best Energy Services, Inc.)

Accuracy of Representations. All Each of Buyer’s representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 5 contracts

Samples: Share Purchase Agreement, Purchase Agreement (Investview, Inc.), Share Purchase Agreement (Transatlantic Petroleum Ltd.)

Accuracy of Representations. All of BuyerSeller’s representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects (or, with respect to representations and warranties qualified by materiality, in all respects) as of the date of this Agreement Agreement, and must be accurate in all material respects (or, with respect to representations and warranties qualified by materiality, in all respects) as of the Closing Date as if made on the Closing Date.

Appears in 5 contracts

Samples: Purchase and Sale Agreement (Energy Xxi (Bermuda) LTD), Purchase and Sale Agreement (Pogo Producing Co), Purchase and Sale Agreement (Energy Xxi (Bermuda) LTD)

Accuracy of Representations. All Each of Buyer’s the representations and warranties made by Seller in this Agreement (considered collectively), and in each of these representations and warranties (considered individually), must the other Transaction Documents delivered to Buyer in connection with the transactions contemplated by this Agreement shall have been accurate in all material respects as of the date of this Agreement and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 5 contracts

Samples: Asset Purchase Agreement (Eco Science Solutions, Inc.), Asset Purchase Agreement (Separation Degrees - One, Inc.), Asset Purchase Agreement (Separation Degrees - One, Inc.)

Accuracy of Representations. All Each of BuyerSeller’s representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 5 contracts

Samples: Stock Purchase Agreement (Hybrook Resources Corp.), Stock Purchase Agreement (Hybrook Resources Corp.), Asset Purchase Agreement (Best Energy Services, Inc.)

Accuracy of Representations. All Each of Buyer’s the representations and warranties made by Purchaser in this Agreement (considered collectively), and in each of these representations the other agreements and warranties (considered individually), must instruments delivered to Seller in connection with the transactions contemplated by this Agreement shall have been accurate in all material respects as of the date of this Agreement Agreement, and must shall be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 5 contracts

Samples: Asset Purchase Agreement (Moxian (BVI) Inc), Asset Acquisition Agreement, Asset Acquisition Agreement (Claridge Ventures, Inc.)

Accuracy of Representations. A. All of Buyer’s Seller's representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date, without giving effect to any supplement to the Disclosure Schedule.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Elite Technologies Inc /Tx/), Stock Purchase Agreement (Concap Inc), Purchase Agreement (Concap Inc)

Accuracy of Representations. All of BuyerPurchaser’s representations and warranties in this Agreement (considered collectively), and each of these Purchaser’s representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Odyssey Oil & Gas, Inc.), Stock Purchase Agreement (Homeland Security Network, Inc.), Stock Purchase Agreement (Paprezza Holdings, Inc)

Accuracy of Representations. (a) All of Buyer’s the Sellers’ representations and warranties in this Agreement (considered collectively), both collectively and each of these representations and warranties (considered individually), ) must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Datethen made.

Appears in 4 contracts

Samples: Contribution Agreement (MHI Hospitality CORP), Asset Purchase Agreement (MHI Hospitality CORP), Asset Purchase Agreement (MHI Hospitality CORP)

Accuracy of Representations. All Each of Buyer’s the representations and warranties made by Seller in this Agreement (considered collectively), and in each of these representations the other agreements and warranties (considered individually), must instruments delivered to Purchaser and Purchaser in connection with the transactions contemplated by this Agreement shall have been materially accurate in all material respects as of the date of this Agreement Agreement, and must shall be materially accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 4 contracts

Samples: Asset Purchase Agreement (Moxian (BVI) Inc), Asset Acquisition Agreement, Asset Acquisition Agreement (Claridge Ventures, Inc.)

Accuracy of Representations. (a) All of Buyer’s 's representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Integrated Orthopedics Inc), 18 Stock Purchase Agreement (Master Graphics Inc), Stock Purchase Agreement (Integrated Orthopedics Inc)

Accuracy of Representations. All of Buyer’s 's representations and --------------------------- warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Polyphase Corp), Stock Purchase Agreement (Polyphase Corp), Stock Purchase Agreement (Polyphase Corp)

Accuracy of Representations. All of Buyer’s Seller's representations and --------------------------- warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Polyphase Corp), Stock Purchase Agreement (Polyphase Corp), Stock Purchase Agreement (Polyphase Corp)

Accuracy of Representations. All of Buyer’s the representations and warranties made by the Purchaser in this Agreement (considered collectively), and each of these said representations and warranties (considered individually), must shall have been accurate in all material respects as of the date of this Agreement and must shall be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 4 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Medical Transcription Billing, Corp), Asset Purchase Agreement (Medical Transcription Billing, Corp)

Accuracy of Representations. All of Buyer’s Seller's representations and warranties in this Agreement Agreement, together with the information provided in the Disclosure Schedule (considered collectively), and each of these representations and warranties (considered individually), must shall have been accurate in all material respects as of the date of this Agreement Agreement, and must shall be accurate in all material respects as of the time of the Closing Date as if made on the Closing Datethen made.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Champion Enterprises Inc), Asset Purchase Agreement (Champion Enterprises Inc), Asset Purchase Agreement (Champion Enterprises Inc)

Accuracy of Representations. All of Buyer’s 's representations and warranties in this Agreement (Agreement, considered collectively), and each of these representations and warranties (warranties, considered individually), must have been accurate in all material respects as of the date of this Agreement and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 3 contracts

Samples: Acquisition Agreement, Acquisition Agreement (Eateries Inc), Acquisition Agreement (Eateries Inc)

Accuracy of Representations. All of Buyer’s the representations and warranties of Seller in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must shall have been accurate in all material respects as of the date of this Agreement Agreement, and must shall be accurate in all material respects as of the time of the Closing Date as if made on the Closing Datethen made.

Appears in 3 contracts

Samples: Supply Agreement (Fmi Holdings Ltd.), Supply Agreement (Forbes Medi-Tech Inc.), Supply Agreement (Forbes Medi-Tech Inc.)

Accuracy of Representations. All of Buyer’s Sellers’ representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 3 contracts

Samples: Alberta Mining Claims Purchase Agreement (Ivany Mining Inc), Mining Claims Purchase Agreement (Ivany Mining Inc), Mining Claims Purchase Agreement (Ivany Mining Inc)

Accuracy of Representations. All of Buyer’s representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must shall have been accurate in all material respects as of the date of this Agreement and must shall be accurate in all material respects as of the time of the Closing Date as if made on the Closing Datethen made.

Appears in 3 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Talx Corp), Asset Purchase Agreement (Napster Inc)

Accuracy of Representations. All Each of Buyer’s Seller's and the Company's representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date, without giving effect to any supplement to the Disclosure Letter.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Gainsco Inc), Stock Purchase Agreement (Gainsco Inc), Stock Purchase Agreement (Gainsco Inc)

Accuracy of Representations. All of BuyerPurchaser’s representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually)Agreement, must have been accurate in all material respects as of the date of this Agreement and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 3 contracts

Samples: Asset Purchase Agreement (mCig, Inc.), Asset Purchase Agreement (mCig, Inc.), Asset Purchase Agreement (Stony Hill Corp.)

Accuracy of Representations. All Each of Buyerthe Purchaser’s representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects true and correct as of the date of this Agreement Agreement, and must be accurate in all material respects have been true and correct as of the Closing Date as if made on the Closing Date.

Appears in 3 contracts

Samples: Asset Transfer Agreement, Asset Transfer Agreement (Longtop Financial Technologies LTD), Asset Transfer Agreement (Longtop Financial Technologies LTD)

Accuracy of Representations. All Each of BuyerSeller’s representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 3 contracts

Samples: Share Purchase Agreement, Share Purchase Agreement (Transatlantic Petroleum Ltd.), Option Agreement (Transatlantic Petroleum Ltd.)

Accuracy of Representations. All of Buyer’s Purchaser's representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must shall have been accurate in all material respects as of the date of this Agreement and must shall be accurate in all material respects as of the time of the Closing Date as if made on the Closing Datethen made.

Appears in 3 contracts

Samples: Supply Agreement (Forbes Medi-Tech Inc.), Supply Agreement (Forbes Medi-Tech Inc.), Asset Purchase Agreement (Viking Systems Inc)

Accuracy of Representations. All of Buyer’s Seller's and Eateries' representations and warranties in this Agreement (Agreement, considered collectively), and each of these representations and warranties (warranties, considered individually), must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 3 contracts

Samples: Acquisition Agreement, Acquisition Agreement (Eateries Inc), Acquisition Agreement (Eateries Inc)

Accuracy of Representations. All of Buyer’s the representations and warranties of the Sellers in this Agreement (considered collectively), ) and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement and must be accurate in all material respects as of the Closing Date as if made on the Closing Datewithout giving effect to any supplement to the Disclosure Schedules.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Corporate Staffing Resources Inc), Stock Purchase Agreement (Corporate Staffing Resources Inc), Stock Purchase Agreement (Corporate Staffing Resources Inc)

Accuracy of Representations. All of Buyer’s The representations and warranties of the Buyer set forth in this Agreement (considered collectively)Agreement, the other Transaction Documents and each of these representations any certificate or document delivered to the Sellers shall be true and warranties (considered individually), must have been accurate correct in all material respects as of the date of this Agreement and must be accurate in all material respects as of the Closing Date as if though made on the Closing DateDate (except for those representations and warranties that address matters as of a particular date which shall be true and correct in all respects as of such date).

Appears in 3 contracts

Samples: Asset Purchase Agreement (Essent Group Ltd.), Asset Purchase Agreement (Essent Group Ltd.), Asset Purchase Agreement (Triad Guaranty Inc)

Accuracy of Representations. All of the Buyer’s representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 3 contracts

Samples: Stock Purchase Agreement (BOQI International Medical, Inc.), Stock Purchase Agreement (BOQI International Medical, Inc.), Share Purchase Agreement (Vantage Energy Services, Inc.)

Accuracy of Representations. All of BuyerPurchaser’s representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must shall have been accurate in all material respects as of the date of this Agreement and must shall be accurate in all material respects as of the time of the Closing Date as if made on the Closing Datethen made.

Appears in 3 contracts

Samples: Supply Agreement (Fmi Holdings Ltd.), Asset Purchase Agreement (Hi Tech Pharmacal Co Inc), Asset Purchase Agreement (Hi Tech Pharmacal Co Inc)

Accuracy of Representations. All of Buyer’s the representations and warranties made by the Purchaser in this Agreement (considered collectively), and each of these said representations and warranties (considered individually), must shall have been accurate in all material respects as of the date of this Agreement and must shall be accurate in all material respects as of the Closing Date as if made on at the Closing Date.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Leadis Technology Inc), Asset Purchase Agreement (Aura Systems Inc), Asset Purchase Agreement (Exelixis Inc)

Accuracy of Representations. All Each of Buyer’s the representations and warranties of Seller in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material mate-rial respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date, without giving effect to any supplement to the Disclosure Memorandum.

Appears in 2 contracts

Samples: Asset Purchase Agreement (mCig, Inc.), Asset Purchase Agreement (Stony Hill Corp.)

Accuracy of Representations. All of Buyer’s the Purchasers’ representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must shall have been accurate in all material respects as of the date of this Agreement Agreement, and must shall be accurate in all material respects as of the time of the Closing as if made on and as of such date; provided, that each of the representations and warranties 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 Closing Date as if made on the Closing Dateand as of such date.

Appears in 2 contracts

Samples: Share Purchase Agreement (Xinyuan Real Estate Co LTD), Securities Purchase Agreement (Xinyuan Real Estate Co LTD)

Accuracy of Representations. All of Buyer’s the representations and warranties of the Shareholders in this Agreement (considered collectively), ) and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement and must be accurate in all material respects as of the Closing Date as if made on the Closing DateClosing.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Corporate Staffing Resources Inc), Stock and Asset Purchase Agreement (Corporate Staffing Resources Inc)

Accuracy of Representations. All of Buyer’s the representations and warranties of the Purchaser in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing DateClosing, without giving effect to any supplement to the Disclosure Schedules.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Corporate Staffing Resources Inc), Stock Purchase Agreement (Corporate Staffing Resources Inc)

Accuracy of Representations. All of Buyer’s the representations and warranties made by the Purchaser in this Agreement (considered collectively), and each of these said representations and warranties (considered individually), must shall have been accurate in all material respects as of the date of this Agreement and must shall be accurate in all material respects as of the Closing Date as if made on at the Closing DateClosing.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Vuance), Asset Purchase Agreement (Emergent Information Technologies Inc)

Accuracy of Representations. All of Buyer’s Sellers’ representations and warranties in this Agreement (considered collectively)Agreement, individually and each of these representations and warranties (considered individually)in the aggregate, must have been be accurate in all material respects as of the date of this Agreement and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Edison Nation, Inc.), Purchase and Sale Agreement (Edison Nation, Inc.)

Accuracy of Representations. All Each of BuyerSeller’s representations and warranties in this Agreement (considered collectively), must be true and each of these representations and warranties (considered individually), must have been accurate in all material respects correct as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.;

Appears in 2 contracts

Samples: Asset Purchase Agreement (Four Rivers Bioenergy Inc.), Asset Purchase Agreement (Four Rivers Bioenergy Inc.)

Accuracy of Representations. All of Buyer’s the representations and warranties of Seller and the Companies in this Agreement (considered collectively), and each of these such representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement Effective Date, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 2 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Devcon International Corp)

Accuracy of Representations. All of Buyer’s the representations and warranties made by the Seller and Shareholder in this Agreement (considered collectively), and each of these said representations and warranties (considered individually), must shall have been accurate in all material Material respects as of the date of this Agreement and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Sagamore Holdings Inc), Asset Purchase Agreement (Jaco Electronics Inc)

Accuracy of Representations. All of Buyer’s representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been be accurate in all material respects as of the date of this Agreement and must be accurate in all material respects as of the each Closing Date as if made on the such Closing Date.

Appears in 2 contracts

Samples: Stock Transfer Agreement (CHS Inc), Stock Transfer Agreement (CHS Inc)

Accuracy of Representations. All of Buyer’s representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been were accurate in all material respects as of the date of this Agreement Effective Date and must be are accurate in all material respects as of the time of the Closing Date as if made on the Closing Datethen made.

Appears in 2 contracts

Samples: Development Asset Acquisition Agreement, Development Asset Acquisition Agreement

Accuracy of Representations. All Each of Buyer’s representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must shall have been accurate in all material respects as of the date of this Agreement and must shall be accurate in all material respects as of the time of the Closing Date as if made on the Closing Datethen made.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Lodgenet Entertainment Corp), Asset Purchase Agreement (Lodgenet Entertainment Corp)

Accuracy of Representations. All of Buyer’s representations and warranties in this Agreement (considered collectively), and each of these such representations and warranties (considered individually), must shall have been accurate in all material respects as of the date of this Agreement and must shall be accurate in all material respects as of the time of the Closing Date as if made on the Closing Datethen made.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Caraustar Industries Inc), Stock Purchase Agreement (Proxymed Inc /Ft Lauderdale/)

Accuracy of Representations. All of Buyer’s the representations and warranties of Seller and Xxxxxx in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must shall have been accurate in all material respects as of the date of this Agreement Agreement, and must shall be accurate in all material respects as of the time of the Closing Date as if made on the Closing Datethen made.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Hi Tech Pharmacal Co Inc), Asset Purchase Agreement (Hi Tech Pharmacal Co Inc)

Accuracy of Representations. All of BuyerSeller’s representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Paprezza Holdings, Inc), Share Purchase Agreement (Babydot CO)

Accuracy of Representations. All of Buyer’s the representations and warranties of Buyer in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must shall have been accurate in all material respects as of the date of this Agreement and must shall be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (NV5 Holdings, Inc.), Asset Purchase Agreement (Sunair Services Corp)

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Accuracy of Representations. (a) All of Buyer’s Seller's representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must shall have been accurate in all material respects as of the date of this Agreement Exhibit Delivery Date, and must shall be accurate in all material respects as of the time of the Closing Date as if made on the Closing Datethen made.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Allete Inc), Asset Purchase Agreement (Allete Inc)

Accuracy of Representations. All of Buyer’s Seller's representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date, giving effect to any supplement to any Schedule.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Newcare Health Corp), Asset Purchase Agreement (Meadowbrook Rehabilitation Group Inc)

Accuracy of Representations. All of Buyer’s representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date Effective Date of this Agreement and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Alexander & Baldwin, Inc.), Purchase and Sale Agreement (Alexander & Baldwin, Inc.)

Accuracy of Representations. All of Buyer’s the representations and warranties made by Purchaser in this Agreement (considered collectively), and each of these said representations and warranties (considered individually), must shall have been accurate in all material respects as of the date of this Agreement and must shall be accurate in all material respects as of the Scheduled Closing Date Time as if made on at the Scheduled Closing DateTime.

Appears in 2 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (GTX Inc /De/)

Accuracy of Representations. All of Buyer’s representations and warranties of Buyer contained in this Agreement (considered collectively)shall be, and each of these representations and warranties (considered individually)if specifically qualified by materiality, must have been accurate true in all respects and, if not so qualified, shall be true in all material respects as of the date of this Agreement respects, in each case on and must be accurate in all material respects as of the Closing Date with the same effect as if made on and as of the Closing Date. Buyer shall have delivered to Seller a certificate dated the Closing Date to the foregoing effect.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Pennsylvania Real Estate Investment Trust), Purchase and Sale Agreement (Pennsylvania Real Estate Investment Trust)

Accuracy of Representations. All of BuyerSeller’s representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been be accurate in all material respects as of the date of this Agreement and must be accurate in all material respects as of the each Closing Date as if made on the such Closing Date.

Appears in 2 contracts

Samples: Stock Transfer Agreement (CHS Inc), Stock Transfer Agreement (CHS Inc)

Accuracy of Representations. All of Buyer’s Sellers’ representations and warranties in this Agreement (considered collectively)Agreement, individually and each of these representations and warranties (considered individually)in the aggregate, must have been be and remain accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 2 contracts

Samples: Limited Liability Company Ownership Interest (Generex Biotechnology Corp), Limited Liability Company Ownership Interest Purchase Agreement (Arcadia Resources, Inc)

Accuracy of Representations. All Each of Buyer’s the representations and warranties made by Buyer in this Agreement (considered collectively), and in each of these representations the other agreements and warranties (considered individually), must instruments delivered to Seller in connection with the transactions contemplated by this Agreement shall have been accurate in all material respects as of the date of this Agreement Agreement, and must shall be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 2 contracts

Samples: Asset Acquisition Agreement (Mobieyes Software, Inc.), Asset Acquisition Agreement (Neometrix Technology Group Inc)

Accuracy of Representations. All Each of Buyer’s the representations and warranties made by Seller in this Agreement (considered collectively), and in each of these representations the other agreements and warranties (considered individually), must instruments delivered to Buyer and Buyer in connection with the transactions contemplated by this Agreement shall have been accurate in all material respects as of the date of this Agreement Agreement, and must shall be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 2 contracts

Samples: Asset Acquisition Agreement (Blue Moon Group Inc), Asset Acquisition Agreement (Blue Moon Group Inc)

Accuracy of Representations. All Each of Buyer’s the representations and warranties made by Buyer in this Agreement (considered collectively), and in each of these representations and warranties (considered individually), must the other Transaction Documents delivered to Seller in connection with the transactions contemplated by this Agreement shall have been accurate in all material respects as of the date of this Agreement and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 2 contracts

Samples: Asset Purchase Agreement (PureBase Corp), Asset Purchase Agreement (Lode-Star Mining Inc.)

Accuracy of Representations. All of Buyer’s 's representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), ) must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date, without giving effect to any supplement to the Disclosure Schedule.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Delta Petroleum Corp/Co), Asset Purchase Agreement (Capco Energy Inc)

Accuracy of Representations. All of Buyer’s the Sellers representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually)this, must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Centurion Gold Holdings Inc), Stock Purchase Agreement (Advanced Sports Technologies Inc)

Accuracy of Representations. All of Buyer’s representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must shall have been accurate in all material respects as of the date of this Agreement Agreement, and must shall be accurate in all material respects as of the time of the Closing Date as if made on then made, without giving effect to any supplement to the Closing DateSchedules.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Market Leader, Inc.), Asset Purchase Agreement (Tree.com, Inc.)

Accuracy of Representations. (a) All of BuyerSeller’s representations and warranties in this Agreement (considered collectively), and each of these those representations and warranties (considered individuallyindividually)(without giving effect to any qualification contained therein as to materiality, including the phrases “material”, “in all material respects” and “material adverse change”), must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 2 contracts

Samples: Stock Purchase Agreement (BIMI International Medical Inc.), Stock Purchase Agreement (BOQI International Medical, Inc.)

Accuracy of Representations. All Each of Buyer’s the representations and warranties made by Buyer and Buyer in this Agreement (considered collectively), and in each of these representations the other agreements and warranties (considered individually), must instruments delivered to Seller in connection with the transactions contemplated by this Agreement shall have been accurate in all material respects as of the date of this Agreement Agreement, and must shall be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 2 contracts

Samples: Asset Acquisition Agreement (Blue Moon Group Inc), Asset Acquisition Agreement (Blue Moon Group Inc)

Accuracy of Representations. All of BuyerSeller’s representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 2 contracts

Samples: Stock Purchase Agreement, Stock Purchase Agreement (Greenhold Group Inc)

Accuracy of Representations. All of Buyer’s Sellers' representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), ) must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date, without giving effect to any supplement to the Disclosure Schedule.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Capco Energy Inc), Asset Purchase Agreement (Delta Petroleum Corp/Co)

Accuracy of Representations. All of Buyer’s the representations and warranties of Seller in this Agreement (considered collectively), and each of these such representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement hereof, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Green Mountain Coffee Inc), Asset Purchase Agreement (Multi Color Corp)

Accuracy of Representations. All of Buyerthe Seller’s representations and warranties in this Agreement (considered collectively), and each of these those representations and warranties (considered individuallyindividually)(without giving effect to any qualification contained therein as to materiality, including the phrases “material”, “in all material respects” and “material adverse change”), must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 2 contracts

Samples: Stock Purchase Agreement (BOQI International Medical, Inc.), Stock Purchase Agreement (BOQI International Medical, Inc.)

Accuracy of Representations. All of Buyer’s 's representations and warranties in this Agreement (considered collectively)Agreement, individually and each of these representations and warranties (considered individually)in the Aggregate, must have been be and remain accurate in all material respects as of the date of this Agreement and must be accurate in all material respects as of the respective Closing Date as if made on the respective Closing Date.

Appears in 2 contracts

Samples: Stock Subscription Agreement (Probe Manufacturing Inc), Stock Subscription Agreement (Probe Manufacturing Inc)

Accuracy of Representations. All of Buyer’s the representations and warranties of the Purchaser in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing DateClosing.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Corporate Staffing Resources Inc), Asset Purchase Agreement (Corporate Staffing Resources Inc)

Accuracy of Representations. All of Buyer’s 's representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Envoy Corp /Tn/), Agreement of Purchase and Sale (Measurement Specialties Inc)

Accuracy of Representations. All of Buyer’s the representations and warranties made by Seller in this Agreement (considered collectively), and each of these said representations and warranties (considered individually), must shall have been accurate in all material respects as of the date of this Agreement Agreement, and must shall be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Mobility Electronics Inc)

Accuracy of Representations. All of Buyer’s representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects shall be true and correct as of the date of this Agreement Agreement, and must shall be accurate in all material respects true and correct as of the Closing Date as if made on the Closing Date.

Appears in 1 contract

Samples: Asset Purchase Agreement

Accuracy of Representations. All of Buyer’s the representations and warranties of Purchaser in this Agreement (considered collectively), and each or in any of these representations and warranties (considered individually), must the Related Agreements shall have been accurate in all material respects as of the date of this Agreement and must shall be accurate in all material respects as of the Closing Date as if made on the Closing DateDate (and all such representations and warranties which are qualified by materiality shall be accurate in all respects).

Appears in 1 contract

Samples: Asset Purchase Agreement (Healthcare Services Group Inc)

Accuracy of Representations. All of BuyerPurchaser’s representations and warranties in this Agreement (considered collectively), and each of these such representations and warranties (considered individually), must shall have been accurate in all material respects as of the date of this Agreement Agreement, and must shall be accurate in all material respects as of the time of the Closing Date as if made on the Closing Datethen made.

Appears in 1 contract

Samples: Asset Purchase Agreement (Intercloud Systems, Inc.)

Accuracy of Representations. All of Buyer’s representations and warranties of the Seller in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date, without giving effect to any supplement to the Seller's Disclosure Letter.

Appears in 1 contract

Samples: Stock Purchase Agreement (Rexx Environmental Corp)

Accuracy of Representations. All Each of the Buyer’s representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement and must be accurate in all material (other than those already containing “materiality” or “material adverse effect” or similar qualifiers, which shall be true, correct and complete in all respects) respects as of the Closing Date as if made on the Closing DateDate and as though the Closing Date were substituted for the date of this Agreement throughout such representations and warranties.

Appears in 1 contract

Samples: Stock Purchase Agreement (Insurance Auto Auctions, Inc)

Accuracy of Representations. All of Buyer’s Sellers’ representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Peak Resorts Inc)

Accuracy of Representations. All Each of Buyer’s Seller's representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 1 contract

Samples: Share Purchase Agreement (Transatlantic Petroleum Ltd.)

Accuracy of Representations. All of Buyer’s the Sellers’ representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), ) must have been accurate in all material respects as of the date of this Agreement and must be accurate in all material respects as of the Closing Date as if made on the Closing Date, without giving effect to any supplement to the Sellers Disclosure Schedules, and each of the Sellers’ representations and warranties in Section 4.2.6 must have been accurate in all respects as of the date of this Agreement and as of the Closing Date as if made on the Closing Date, without giving effect to any supplement to the Sellers Disclosure Schedules.

Appears in 1 contract

Samples: Contribution Agreement (Americold Realty Trust)

Accuracy of Representations. All of Buyer’s the representations and warranties made by the Buyer and the Buyer Subsidiary in this Agreement (Agreement, considered collectively), and each of these such representations and warranties (warranties, considered individually), must shall have been accurate in all material respects as of the date of this Agreement and must shall be accurate in all material respects as of the Closing Date as if made on at the Closing DateClosing.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Advanced Cell Technology, Inc.)

Accuracy of Representations. All of Buyer’s representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement Execution Date and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Management Network Group Inc)

Accuracy of Representations. (a) All of Buyer’s Sellers’ representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must shall have been accurate in all material respects as of the date of this Agreement Agreement, and must shall be accurate in all material respects as of the time of the Closing Date as if made on then made, without giving effect to any supplement to the Closing DateDisclosure Schedules.

Appears in 1 contract

Samples: Asset Purchase Agreement

Accuracy of Representations. All of Buyer’s Sellers’ representations and warranties in this Agreement (considered collectively), and each of these Sellers’ representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Odyssey Oil & Gas, Inc.)

Accuracy of Representations. All of Buyer’s Purchaser's representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 1 contract

Samples: Membership Purchase Agreement (Clearwater Ventures, Inc.)

Accuracy of Representations. All of Buyer’s representations and warranties in this Agreement (considered collectively), ) and each of these representations and warranties (considered individually), ) must have been accurate in all material respects as of the date of this Agreement and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Emrise CORP)

Accuracy of Representations. All of Buyer’s the representations and warranties made by the Purchasers in this Agreement (considered collectively), and each of these said representations and warranties (considered individually), must shall have been accurate in all material respects as of the date of this Agreement and must shall be accurate in all material respects as of the Closing Date as if made on at the Closing Date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Cavium Networks, Inc.)

Accuracy of Representations. All of Buyer’s Seller's representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually), must have been accurate in all material respects as of the date of this Agreement Agreement, and must be accurate in all material respects as of the date of Closing Date as if made on the Closing Datedate of Closing, without giving effect to any supplement to the Disclosure Schedule.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Monarch Dental Corp)

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