Common use of Certificate Regarding Schedules and Representations and Warranties Clause in Contracts

Certificate Regarding Schedules and Representations and Warranties. All material information required to be furnished or delivered by Seller pursuant to this Agreement shall have been furnished or delivered as of the date hereof and as of the Closing Date, as required hereunder; the representations and warranties made by Seller in Article 5 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 (except that such representations and warranties may be untrue or incorrect as a result of actions or transactions expressly permitted by this Agreement or actions or transactions of Seller made with the prior written consent of Purchaser); and Purchaser shall have received a certificate dated as of the Closing Date executed by an authorized officer of Seller to such effect.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Maxim Group Inc /), Asset Purchase Agreement (Maxim Group Inc /), Asset Purchase Agreement (Mohawk Industries Inc)

AutoNDA by SimpleDocs

Certificate Regarding Schedules and Representations and Warranties. All material information required to be furnished or delivered by Seller pursuant to this Agreement shall have been furnished or delivered as of the date hereof and as of the Closing Date, as required hereunder; the representations and warranties made by Seller in Article 5 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 (except that such representations and warranties may be untrue or incorrect as a result of actions or transactions expressly permitted by this Agreement or actions or transactions of Seller made with the prior written consent of Purchaser); , and Purchaser shall have received a certificate dated as of the Closing Date executed by an authorized officer of Seller to such effect.

Appears in 1 contract

Samples: Asset Purchase Agreement (Wireless Broadcasting Systems of America Inc)

Certificate Regarding Schedules and Representations and Warranties. All material information required to be furnished or delivered by Seller pursuant to this Agreement shall have been furnished or delivered as of the date hereof and as of the Closing Date, as required hereunder; the representations and warranties made by Seller in Article 5 7 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 (except that such representations and warranties may be untrue or incorrect as a result of actions or transactions expressly permitted by this Agreement or actions or transactions of Seller made with the prior written consent of Purchaser); and Purchaser shall have received a certificate dated as of the Closing Date executed by an authorized officer of Seller to such effect.

Appears in 1 contract

Samples: Asset Purchase Agreement (Dorsey Trailers Inc)

AutoNDA by SimpleDocs

Certificate Regarding Schedules and Representations and Warranties. All material information required to be furnished or delivered by Seller and the Shareholders pursuant to this Agreement shall have been furnished or delivered as of the date hereof and as of the Closing Date, as required hereunder; the representations and warranties made by Seller and the Shareholders in Article 5 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 (except that such representations and warranties may be untrue or incorrect as a result of actions or transactions expressly permitted by this Agreement or actions or transactions of Seller made with the prior written consent of Purchaser); and Purchaser shall have received a certificate dated as of the Closing Date executed by an authorized officer of Seller and the Shareholders to such effect.

Appears in 1 contract

Samples: Asset Purchase Agreement (Satellink Communications Inc)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!