Accuracy of Warranties and Representations. The representations and warranties of Newpark contained in this Agreement shall be true and correct in all material respects on and as of the Closing Date, with the same force and effect as though such representations and warranties had been made on and as of the Closing Date, and Newpark shall have performed in all material respects all of the covenants required by this Agreement to be performed by it on or before the Closing.
Accuracy of Warranties and Representations. The representations and warranties of the Stockholders herein shall be true and correct in all material respects on and as of the Closing Date, with the same force and effect, except as to transactions permitted herein or to which Newpark may have consented in writing and changes occurring in the ordinary course of business after the date of this Agreement and not materially adversely affecting the Company, or its properties, prospects, or financial condition, as though such representations and warranties had been made on and as of the Closing Date, and the Stockholders shall have performed in all material respects all covenants required by this Agreement to be performed by them at or prior to the Closing.
Accuracy of Warranties and Representations. The accuracy, as of Closing, of each of the warranties and representations set forth in Section 5.1 that are qualified as to materiality and the accuracy in all material respects, as of Closing, of each of the warranties and representations set forth in Section 5.1 that are not so qualified as to materiality.
Accuracy of Warranties and Representations. The representations and warranties made by Buyers in this Agreement were true when made and shall be true at the Closing Date with the same force and effect as if such representations and warranties were made at the Closing Date (except for changes therein permitted by this Agreement).
Accuracy of Warranties and Representations. The representations and warranties made by Issuer in this Agreement were true when made and shall be true as of the Closing Date (except for changes therein permitted by this Agreement) with the same force and effect as if such representations and warranties were made at and as of the Closing Date, and Issuer shall have performed and complied with all covenants and conditions required by this Agreement to be performed or complied with by Issuer prior to or at the Closing. Buyer shall have been furnished with a certificate, signed by a duly authorized executive officer of Issuer and dated the Closing Date, to the foregoing effect.
Accuracy of Warranties and Representations. The accuracy (without reference to the state of Buyer's Knowledge), as of Closing, of each of the warranties and representations of Buyer set forth in Section 5.2 that are qualified as to materiality and the accuracy in all material respects (without reference to the state of Buyer's Knowledge), as of Closing, of each of the warranties and representations set forth in Section 5.2 that are not so qualified as to materiality.
Accuracy of Warranties and Representations. Each of the warranties and representations of Buyer set forth in Section 3.2.2 hereof shall be true and accurate in all material respects as if made as of the date of Closing, subject to only changes made pursuant to Section 3.2.3. To the extent that any of such representations and warranties are expressly limited to the Buyer’s Actual Knowledge, satisfaction of this condition precedent shall require the actual truth of the underlying facts and circumstances which are the subject of these representations and warranties, without regard to the state of Buyer’s Knowledge about such facts and circumstances. The foregoing notwithstanding, such failure of condition shall not be deemed to be or create liability for a breach of the applicable Buyer’s representations and warranties contained herein or constitute any other breach hereunder.
Accuracy of Warranties and Representations. The representations and warranties of the Company and the Stockholders herein shall be true and correct in all material respects, and the Company and the Stockholders shall perform or shall have performed in all material respects all covenants required by this Agreement to be performed by them at or prior to the Closing.
Accuracy of Warranties and Representations. Each of the representations and warranties contained in this Agreement made by any and all of the SHR Parties shall be true and correct as of the Closing in all material respects (other than those that are qualified by a reference to materiality, which representations and warranties as so qualified shall be true, correct and complete in all respects).
Accuracy of Warranties and Representations. Each of the representations and warranties contained in this Agreement made by any and all of the WB Parties shall be true and correct as of the Closing in all material respects (other than those that are qualified by a reference to materiality, which representations and warranties as so qualified shall be true, correct and complete in all respects).
