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 114 contracts

Samples: Membership Interest Purchase Agreement (Better for You Wellness, Inc.), Stock Purchase Agreement, Share Purchase Agreement

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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 30 contracts

Samples: Asset Purchase Agreement, Acquisition Agreement (Zaldiva Inc), Asset Purchase Agreement (Aberdeen Idaho Mining Co)

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 11 contracts

Samples: Stock Purchase Agreement (Reynard Motorsport Inc), Merger Agreement (Intermagnetics General Corp), Stock Purchase Agreement (Americas Shopping Mall Inc)

Accuracy of Representations. All of Buyer's 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 and must be accurate in all material respects as of the Closing Date as if made on the Closing Datethen made.

Appears in 9 contracts

Samples: Purchase Agreement (Med-Cannabis Pharma, Inc.), Purchase Agreement (SW China Imports, Inc.), Purchase Agreement (Specialty Contractors, 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 8 contracts

Samples: Stock Purchase Agreement (Commercial National Financial Corp /Pa), Asset Purchase Agreement (By&c Management Inc), Asset Purchase Agreement (Brightcube 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 8 contracts

Samples: Membership Interest Purchase Agreement (Gryphon Gold Corp), Stock Purchase Agreement (Home System Group), Purchase and Sale Agreement (American Community Properties Trust)

Accuracy of Representations. All of BuyerSeller's 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 8 contracts

Samples: Purchase Agreement (Med-Cannabis Pharma, Inc.), Purchase Agreement (SW China Imports, Inc.), Purchase Agreement (Specialty Contractors, Inc.)

Accuracy of Representations. All of Each Buyer's representations and warranties in this Agreement (considered collectively), 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; provided, that each representation and warranty that is qualified as to materiality was accurate in all respects as of the date of this Agreement, and is accurate in all respects as of the Closing Date as if made on the Closing Date.

Appears in 7 contracts

Samples: Share Purchase Agreement (Spark Networks PLC), Share Purchase Agreement (Spark Networks PLC), Share Purchase Agreement (Spark Networks PLC)

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 7 contracts

Samples: Share Purchase Agreement (Transatlantic Petroleum Ltd.), Merger Agreement (Craftmade International Inc), Stock Purchase Agreement (Primis Inc)

Accuracy of Representations. All of Buyer's and Acquisition'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 7 contracts

Samples: Merger Agreement (Office Centre Corp), Merger Agreement (Office Centre Corp), Merger Agreement (Office Centre Corp)

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 6 contracts

Samples: Asset Purchase Agreement (GlobalOptions Group, Inc.), Asset Purchase Agreement (GlobalOptions Group, Inc.), Asset Purchase Agreement (GlobalOptions 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 Letter.

Appears in 6 contracts

Samples: Stock Purchase Agreement (Pharmaceutical Product Development Inc), Stock Purchase Agreement (Bridge Street Financial Inc), Stock Purchase Agreement (Infocure Corp)

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 materially accurate in all material respects as of the date of this Agreement and must be materially 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 (Ameritel Pay Phones Inc), Stock Acquisition Agreement (Talton Invision Inc), Asset Purchase Agreement (Talton Invision 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 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. 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: Asset Purchase Agreement (Advanced Bio/Chem Inc), Asset Purchase Agreement (Platinum Entertainment Inc), Asset Purchase Agreement (Power 3 Medical Products Inc)

Accuracy of Representations. All of Each Buyer's ’s representations and warranties in this Agreement (considered collectively), 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; provided, that each representation and warranty that is qualified as to materiality was accurate in all respects as of the date of this Agreement, and is accurate in all respects as of the Closing Date as if made on the Closing Date.

Appears in 5 contracts

Samples: Share Purchase Agreement (Spark Networks PLC), Share Purchase Agreement (Spark Networks PLC), Share Purchase Agreement (Spark Networks PLC)

Accuracy of Representations. (a) All of Buyerthe Seller'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; provided, that each representation and warranty that is qualified as to materiality were accurate in all respects as of the date of this Agreement, and are accurate in all respects as of the Closing Date as if made on the Closing Date.

Appears in 4 contracts

Samples: Share Purchase Agreement (Spark Networks PLC), Share Purchase Agreement (Spark Networks PLC), Share Purchase Agreement (Spark Networks PLC)

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 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 (United Stationers Supply Co), Merger Agreement (Intermagnetics General Corp), Stock Purchase Agreement (NHP 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 Datethen made.

Appears in 3 contracts

Samples: Merger Agreement (Spartan Motors Inc), Merger Agreement (Colonels International Inc), Merger Agreement (Spartan Motors 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 Schedules.

Appears in 3 contracts

Samples: Acquisition Agreement (Carnegie International Corp), Stock Purchase Agreement (Advancepcs), Acquisition Agreement (Carnegie International Corp)

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 3 contracts

Samples: Share Purchase Agreement (Scripps E W Co /De), Asset Purchase Agreement (Power 3 Medical Products Inc), Asset Purchase Agreement (Iptimize, 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 except to the extent to which such representations and warranties are specifically stated to be as of a different date, 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 supplements pursuant to SECTION 6.5.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (K Tel International Inc), Purchase and Sale Agreement (Platinum Entertainment 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 Material respects as of the date of this Agreement and must be accurate in all material Material respects as of the Closing Date as if made on the Closing Date.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Foster L B Co), Stock Purchase Agreement (Foster L B Co)

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 (except to the extent to which such representations and warranties are specifically stated to be as of a different 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: Purchase and Sale Agreement (K Tel International Inc), Purchase and Sale Agreement (Platinum Entertainment Inc)

Accuracy of Representations. All of Buyer's representations and warranties in this Agreement (considered collectively)Agreement, and each of these representations and warranties (considered individually)warranties, 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 (Setech Inc /De), Stock Purchase Agreement (Allis Chalmers Corp)

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 Closing Date as if made on the Closing Date.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Industrial Acoustics Co Inc), Stock Purchase Agreement (Industrial Acoustics Co 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 shall be accurate in all material respects as of the date of this Agreement and must be accurate in all material respects as time of the Closing Date as if made on the Closing DateClosing.

Appears in 2 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Birks Group Inc.)

Accuracy of Representations. All of Buyer's and Parent'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 (MotivNation, Inc.), Asset Purchase Agreement (Right Start Inc /Ca)

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, unless all such inaccuracies in the aggregate do not materially adversely affect the benefits obtained by Sellers under this Agreement and the Contemplated Transactions.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Petroleum Helicopters Inc), Stock Purchase Agreement (Suggs Carroll W)

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 shall be accurate in all material respects as of the date of this Agreement and must be accurate in all material respects as the time of the Closing Date as if made on the Closing DateClosing.

Appears in 2 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Birks 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 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 (Group 1 Automotive Inc), Stock Purchase Agreement (Group 1 Automotive Inc)

Accuracy of Representations. All of Buyer's and Acquisition'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: Merger Agreement (Office Centre Corp), Merger Agreement (Office Centre Corp)

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 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 Schedule.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Electric Fuel Corp), Asset Purchase Agreement (Checkpoint Systems Inc)

Accuracy of Representations. All of Buyer's Sellers' representations and warranties contained 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, unless all such inaccuracies in the aggregate do not materially adversely affect the benefits obtained by Buyer under this Agreement and the Contemplated Transactions.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Petroleum Helicopters Inc), Stock Purchase Agreement (Suggs Carroll W)

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 2 contracts

Samples: Stock Purchase Agreement (Infocure Corp), Stock Purchase Agreement (Standard Pacific Corp /De/)

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 2 contracts

Samples: Stock Purchase Agreement (Master Graphics Inc), Asset Purchase Agreement (Maverick Tube Corporation)

Accuracy of Representations. All of Buyer's representations and warranties in this Agreement (considered collectively)collectively and individually and giving effect to any Schedules delivered by Buyer to Seller, and each of these representations and warranties (considered individually), except for supplements) 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 Datethen made.

Appears in 2 contracts

Samples: Member Interest Purchase Agreement (Willis Lease Finance Corp), Share Purchase Agreement (Willis Lease Finance 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 Scheduled Closing Date Time as if made on at the Scheduled Closing DateTime.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Titan Corp), Stock Purchase Agreement (Cayenta Inc)

Accuracy of Representations. All of Buyer's representations and warranties warrants 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 2 contracts

Samples: Stock Purchase Agreement (Masada Security Holdings Inc), Stock Purchase Agreement (Masada Security Holdings Inc)

Accuracy of Representations. All of Buyer's Buyer and Parent’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 the Closing Datethen made.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Ceco Environmental Corp), Asset Purchase Agreement (Ceco Environmental Corp)

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 2 contracts

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

Accuracy of Representations. All of BuyerSeller's and CML'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: Asset Purchase and Sale Agreement (Wpi 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 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 (Metromedia International 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 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 (CSS Industries 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 1 contract

Samples: Stock Purchase Agreement (Qad 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 Letter.

Appears in 1 contract

Samples: Stock Purchase Agreement (Hemacare Corp /Ca/)

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 ) 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 1 contract

Samples: Asset Purchase Agreement (Schawk 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 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 (Master Graphics 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), 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 1 contract

Samples: Stock Purchase Agreement (CSS Industries 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), Buyer’s Closing Documents 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: Asset Purchase Agreement (Level20 Inc.)

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 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 (Wild Oats Markets Inc)

Accuracy of Representations. (a) All of Buyer's Sellers' representations and warranties in this Agreement (considered both individually and 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 then made, without giving effect to any supplement to the Closing DateDisclosure Schedule.

Appears in 1 contract

Samples: Stock Purchase Agreement (Interwave Communications International LTD)

Accuracy of Representations. All of Buyer's the representations and warranties made by the Buyers 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 Dateclosing date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Planet Polymer 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 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 1 contract

Samples: Stock Purchase Agreement (American Physicians Capital 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 will have been accurate in all material respects as of the date of this Agreement and must will be accurate in all material respects as of the Scheduled Closing Date Time as if made on at the Scheduled Closing DateTime.

Appears in 1 contract

Samples: Exchange Agreement (Zindart LTD)

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 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 1 contract

Samples: Purchase Agreement (VDC Communications Inc)

Accuracy of Representations. (a) 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, without giving effect to any supplement to the Buyer Disclosure Schedule (except for information provided upon Request).

Appears in 1 contract

Samples: Merger Agreement (Accel International Corp)

Accuracy of Representations. All of BuyerEach 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 DateClosing, after giving effect to the Schedule of Exceptions.

Appears in 1 contract

Samples: Stock Purchase Agreement (Svi Holdings 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 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 Schedule.

Appears in 1 contract

Samples: Asset Purchase Agreement (Ceco Environmental Corp)

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 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: Purchase Agreement (Allis Chalmers Corp)

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: Purchase Agreement (Allis Chalmers Corp)

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Accuracy of Representations. All of Buyer's the representations and warranties made by the 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 Scheduled Closing Date Time as if made on at the Scheduled Closing DateTime, without giving effect to any update to the Disclosure Schedule, except for those made as of a specific date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Asyst Technologies Inc /Ca/)

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.Date and must be accurate in all respects as of the time of Closing if then made. ,

Appears in 1 contract

Samples: Asset Purchase Agreement (Allis Chalmers Corp)

Accuracy of Representations. All 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 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: Merger Agreement (Lifecodes Corporation)

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, without giving effect to any supplement to the Disclosure Schedules.

Appears in 1 contract

Samples: Securities Purchase Agreement (Seacor Smit 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 will have been accurate in all material respects as of the date of this Agreement and must will 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 (Servotronics Inc /De/)

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 and must be accurate in all material respects as of the Closing Date as if made on the Closing DateClosing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Netguru Inc)

Accuracy of Representations. All Each of Buyer's the representations and warranties made by the Purchaser 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 Closing Date as if made on at the Closing Date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Petroleum Place Inc)

Accuracy of Representations. All of Buyer's ’s representations and warranties in this Agreement (considered collectively), both collectively and each of these representations and warranties (considered individually), must have been ) are 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 Datethen made.

Appears in 1 contract

Samples: Stock Purchase Agreement

Accuracy of Representations. All of BuyerSeller's and Housewares' 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: Merger Agreement (Home Products International 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), 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 1 contract

Samples: Stock and Real Estate Purchase Agreement (American Locker Group Inc)

Accuracy of Representations. All of Buyer's and Acquisition'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: Merger Agreement (Compscripts Inc)

Accuracy of Representations. All of Buyer's Buyers 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 (Exco Resources Inc)

Accuracy of Representations. All of Each Buyer's representations and warranties in this Agreement (considered collectively), 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; provided, that each representation and warranty that is qualified as to materiality was accurate in all respects as of the date of this Agreement; and is accurate in all respects as of the Closing Date as if made on the Closing Date.

Appears in 1 contract

Samples: Share Purchase Agreement (Spark Networks PLC)

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 at the Closing DateClosing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Spartan Motors Inc)

Accuracy of Representations. All of Buyer's Buyers' 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 1 contract

Samples: Asset Purchase Agreement (LSB Industries Inc)

Accuracy of Representations. All of Buyer's and APA'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: Asset Purchase Agreement (Apa Optics Inc /Mn/)

Accuracy of Representations. All of Buyer's the representations and warranties made by the 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 at the Closing DateClosing.

Appears in 1 contract

Samples: Asset Purchase Agreement (Emergent Information Technologies Inc)

Accuracy of Representations. All of Buyer's the representations and warranties made by Purchaser 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 at the Closing Date.

Appears in 1 contract

Samples: Exchange Agreement (Nortel Networks Corp)

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 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 Schedule.

Appears in 1 contract

Samples: Asset Purchase Agreement (Ceco Environmental Corp)

Accuracy of Representations. All of BuyerSeller's representations and warranties in this Purchase 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 Purchase Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date, without regard to any supplement to the Disclosure Schedules.

Appears in 1 contract

Samples: Asset Purchase Agreement (Southern Pacific Funding Corp)

Accuracy of Representations. All Each of Buyer's the representations and warranties of each of 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 Datethen made.

Appears in 1 contract

Samples: Asset Purchase Agreement (Documentum 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, unless all such inaccuracies in the aggregate do not materially adversely affect the benefits obtained by Sellers under this Agreement and the Contemplated Transactions.

Appears in 1 contract

Samples: Stock Purchase Agreement (Phi 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 (Allis Chalmers Energy Inc.)

Accuracy of Representations. All of the Buyer's 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 and ) must be accurate in all material respects as of the Closing Date as if made on the Closing Datethen made.

Appears in 1 contract

Samples: Share Purchase Agreement (Trend Mining Co)

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 Closing Date and must be accurate in all material respects as of the Closing FCC Approval Date as if made on the Closing FCC Approval Date.

Appears in 1 contract

Samples: Purchase Agreement (VDC Communications 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, without giving effect to any supplement to the Buyer Disclosure Schedule, except for supplements related to changes in the Ordinary Course of Business.

Appears in 1 contract

Samples: Reorganization Agreement (Pacific Coast Apparel Co 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 (Isonics Corp)

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 DateClosing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Svi Holdings Inc)

Accuracy of Representations. All of Buyerthe Seller's 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 and ) must be accurate in all material respects as of the Closing Date as if made on the Closing Datethen made.

Appears in 1 contract

Samples: Share Purchase Agreement (Trend Mining Co)

Accuracy of Representations. All of Buyer's and APA'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: Asset Purchase Agreement (Apa Optics Inc /Mn/)

Accuracy of Representations. All of Buyer's Buyers' 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 Signing 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: Share Purchase and Contribution Agreement (Nordstrom Inc)

Accuracy of Representations. All Except as contemplated by this Agreement, 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 (Computer Task 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 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 1 contract

Samples: Stock Purchase Agreement (Rollins Inc)

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

Appears in 1 contract

Samples: Stock Acquisition Agreement (Talton Invision Inc)

Accuracy of Representations. All Each of Buyer's the Sellers' 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 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 (Setech Inc /De)

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 1 contract

Samples: Stock and Real Estate Purchase Agreement (American Locker Group Inc)

Accuracy of Representations. All of Buyer's Sellers’ representations and warranties contained 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, unless all such inaccuracies in the aggregate do not materially adversely affect the benefits obtained by Buyer under this Agreement and the Contemplated Transactions.

Appears in 1 contract

Samples: Stock Purchase Agreement (Phi 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 true, accurate in all material respects and complete 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 1 contract

Samples: LLC Interest Purchase Agreement (MGP Ingredients Inc)

Accuracy of Representations. (a) All of Buyer's Buyers' 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 (Vernitron Corp)

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