Common use of Bringdown of Representations and Warranties; Covenants Clause in Contracts

Bringdown of Representations and Warranties; Covenants. Each of the representations and warranties of Buyer 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, as of and with reference to the Closing Date. Buyer shall have performed all of the covenants and complied in all respects with all of the provisions required by this Agreement to be performed or complied with by it at or before the Closing.

Appears in 5 contracts

Samples: Asset Purchase Agreement (Digital Cinema Destinations Corp.), Asset Purchase Agreement (Digital Cinema Destinations Corp.), Asset Purchase Agreement (Digital Cinema Destinations Corp.)

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Bringdown of Representations and Warranties; Covenants. Each of the representations and warranties of Buyer contained in this Agreement shall be true and correct in all material respects on and as of the Closing Date, with except to the same force extent that any representation and effect as though warranty relates to an earlier date, in which case such representations representation and warranties had been made on, warranty shall be true and correct in all respects as of and with reference to the Closing Datesuch earlier date. Buyer shall have delivered the Purchase Price and performed in all material respects all of the covenants and complied in all material respects with all of the provisions required by this Agreement to be performed or complied with by it at or before the Closing.

Appears in 4 contracts

Samples: Asset Purchase Agreement, Stock Purchase Agreement (Mercadolibre Inc), Stock Purchase Agreement (Mercadolibre Inc)

Bringdown of Representations and Warranties; Covenants. Each of the ------------------------------------------------------ representations and warranties of Buyer Seller and the Company 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, as of and with reference to the Closing Date. Buyer Each of Seller and the Company shall have performed in all respects all of the covenants and complied in all respects with all of the provisions required by this Agreement to be performed or complied with by it at or before the Closing.. (d)

Appears in 2 contracts

Samples: Stock Purchase Agreement (United States Filter Corp), Stock Purchase Agreement (United States Filter Corp)

Bringdown of Representations and Warranties; Covenants. Each of the ------------------------------------------------------ representations and warranties of Buyer 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, as of and with reference to the Closing Date. Buyer shall have performed all of the covenants and complied in all respects with all of the provisions required by this Agreement to be performed or complied with by it at or before the Closing.

Appears in 2 contracts

Samples: Stock Purchase Agreement (United States Filter Corp), Stock Purchase Agreement (United States Filter Corp)

Bringdown of Representations and Warranties; Covenants. Each of the representations and warranties of Buyer Seller 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, as of and with reference to the Closing Date. Buyer Seller shall have performed in all respects all of the covenants and complied in all respects with all of the provisions required by this Agreement to be performed or complied with by it at or before the Closing.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Digital Cinema Destinations Corp.), Asset Purchase Agreement (Clearview Cinema Group Inc)

Bringdown of Representations and Warranties; Covenants. Each of the representations and warranties of Buyer Seller 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, as of and with reference to the Closing Date. Buyer Seller shall have performed in all material respects all of the covenants and complied in all respects with all of the provisions required by this Agreement to be performed or complied with by it at or before the Closing.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Digital Cinema Destinations Corp.), Asset Purchase Agreement (Digital Cinema Destinations Corp.)

Bringdown of Representations and Warranties; Covenants. Each of the representations and warranties of Buyer Sellers 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, as of and with reference to the Closing Date. Buyer Sellers shall have performed in all respects all of the covenants and complied in all respects with all of the provisions required by this Agreement to be performed or complied with by it them at or before the Closing.

Appears in 1 contract

Samples: Asset Purchase Agreement (Clearview Cinema Group Inc)

Bringdown of Representations and Warranties; Covenants. Each of the representations and warranties of Buyer Sellers and the Company 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, as of and with reference to the Closing Date. Buyer Each of Sellers and the Company shall have performed in all respects all of the covenants and complied in all respects with all of the provisions required by this Agreement to be performed or complied with by it at or before the Closing.

Appears in 1 contract

Samples: Stock Purchase Agreement (United States Filter Corp)

Bringdown of Representations and Warranties; Covenants. Each of the ------------------------------------------------------ representations and warranties of Buyer 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, as of and with reference to the Closing Date. Buyer shall have performed all of the covenants and complied in all respects with all of the provisions required by this Agreement to be performed or complied with by it at or before the Closing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Itc Learning Corp)

Bringdown of Representations and Warranties; Covenants. Each of the representations and warranties of Buyer Sellers 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, as of and with reference to the Closing Date. Buyer Sellers shall have performed in all respects all of the covenants and complied in all respects with all of the provisions required by this Agreement to be performed or complied with by it at or before the Closing.

Appears in 1 contract

Samples: Asset Purchase Agreement (Digital Cinema Destinations Corp.)

Bringdown of Representations and Warranties; Covenants. Each of the representations and warranties of Buyer contained in this Agreement shall be true and correct in all material respects on and as of the Closing Date, with except to the same force extent that any representation and effect as though warranty relates to an earlier date, in which case such representations representation and warranties had been made on, warranty shall be true and correct in all material respects as of and with reference to the Closing Datesuch earlier date. Buyer shall have performed in all material respects all of the covenants and complied in all material respects with all of the provisions required by this Agreement to be performed or complied with by it them at or before the Closing.

Appears in 1 contract

Samples: Stock Purchase Agreement (GMS Inc.)

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Bringdown of Representations and Warranties; Covenants. Each of the representations and warranties of Buyer Seller and the Company 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, as of and with reference to the Closing Date. Buyer The Seller and the Company shall have performed in all respects all of the covenants and complied in all respects with all of the provisions required by this Agreement to be performed or complied with by him, it at or them or before the Closing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Pietrafesa Corp)

Bringdown of Representations and Warranties; Covenants. Each of the representations and warranties of Buyer the Sellers contained in this Agreement shall be true and correct in all material respects on and as of the Closing Date, with except to the same force extent that any representation and effect as though warranty relates to an earlier date, in which case such representations representation and warranties had been made on, warranty shall be true and complete in all respects as of and with reference to the Closing Datesuch earlier date. Buyer The Sellers shall have performed all of the covenants and complied in all respects with all of the provisions required by this Agreement to be performed or complied with by it at or before the Closing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Mercadolibre Inc)

Bringdown of Representations and Warranties; Covenants. Each of the representations and warranties of Buyer the Sellers contained in this Agreement shall be true and correct in all material respects on and as of the Closing Date, with except to the same force extent that any representation and effect as though warranty relates to an earlier date, in which case such representations representation and warranties had been made on, warranty shall be true and complete in all respects as of and with reference to the Closing Datesuch earlier date. Buyer The Sellers shall have performed all material respects all of the covenants and complied in all material respects with all of the provisions required by this Agreement to be performed or complied with by it at or before the Closing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Mercadolibre Inc)

Bringdown of Representations and Warranties; Covenants. Each of the representations and warranties of Buyer Buyers 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, as of and with reference to the Closing Date. Buyer Buyers shall have performed all of the covenants and complied in all respects with all of the provisions required by this Agreement to be performed or complied with by it at or before the Closing.

Appears in 1 contract

Samples: Asset Purchase Agreement (Digital Cinema Destinations Corp.)

Bringdown of Representations and Warranties; Covenants. Each of the ------------------------------------------------------ representations and warranties of Buyer Seller and the Company 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, as of and with reference to the Closing Date. Buyer The Seller and the Company shall have performed in all respects all of the covenants and complied in all respects with all of the provisions required by this Agreement to be performed or complied with by it at or before the Closing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Itc Learning Corp)

Bringdown of Representations and Warranties; Covenants. Each of the representations and warranties of Buyer the Purchaser 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, as of and with reference to the Closing Date. Buyer Purchaser shall have performed all of the covenants and complied in all respects with all of the provisions required by this Agreement to be performed or complied with by it at or before the Closing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Pietrafesa Corp)

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