Common use of Continued Truth of Representations and Warranties of the Buyer; Compliance with Covenants and Obligations Clause in Contracts

Continued Truth of Representations and Warranties of the Buyer; Compliance with Covenants and Obligations. The representations and warranties of the Buyer and the Buyer Sub in this Agreement shall be true in all material respects on and as of the Closing Date as though such representations and warranties were made on and as of such date, except for any changes permitted by the terms hereof or consented to in writing by the Parent. The Buyer and the Buyer Sub shall have performed and complied in all material respects with all terms, conditions, covenants, obligations, agreements and restrictions required by this Agreement to be performed or complied with by it prior to or at the Closing Date. At the Closing, each of the Buyer and the Buyer Sub shall have delivered to the Seller a certificate signed by its respective President as to its compliance with this Section 10.1.

Continued Truth of Representations and Warranties of the Buyer; Compliance with Covenants and Obligations. The representations and warranties of the Buyer and the Buyer Sub in this Agreement shall be true in all material respects on and as of the Closing Date as though such representations and warranties were made on and as of such date, except for any changes permitted by since the terms date hereof occurring in the ordinary course of business or changes consented to in writing by the ParentSellers. The Buyer and the Buyer Sub shall have performed and complied in all material respects with all terms, conditions, covenants, obligations, agreements and restrictions required by this Agreement to be performed or complied with by it prior to or at the Closing Date. At the Closing, each of the Buyer and the Buyer Sub shall have delivered to the Seller Sellers a certificate signed by its respective the President and Chief Financial Officer of Buyer as to its compliance with the provisions of this Section 10.1Subsection.

Continued Truth of Representations and Warranties of the Buyer; Compliance with Covenants and Obligations. The representations and warranties of the Buyer and the Buyer Sub in this Agreement shall be true in all material respects on and as of the Closing Date as though such representations and warranties were made on and as of such date, except for any changes permitted by the terms hereof or consented to in writing by the ParentCompany. The Buyer and the Buyer Sub shall have each performed and complied in all material respects with all terms, conditions, covenants, obligations, agreements and restrictions required by this Agreement to be performed or complied with by it prior to or at the Closing Date. Notwithstanding the foregoing the materiality qualifications in the preceding two sentences shall not apply to any representation, warranty, term, condition, covenant, obligation, agreement or restriction that is itself qualified by materiality. At the Closing, each of the Buyer and the Buyer Sub shall have delivered to the Seller Company a certificate signed by its respective the President of the Buyer as to its the Buyer's compliance with this Section 10.17.1.

Continued Truth of Representations and Warranties of the Buyer; Compliance with Covenants and Obligations. The representations and warranties of the Buyer and the Buyer Sub in this Agreement shall be true in all material respects on and as of the Closing Date as though such representations and warranties were made on and as of such date, except for any changes permitted by the terms hereof or consented to in writing by the ParentCompany. The Buyer and the Buyer Sub shall have each performed and complied in all material respects with all terms, conditions, covenants, obligations, agreements and restrictions required by this Agreement to be performed or complied with by it prior to or at the Closing Date. Notwithstanding the foregoing the materiality qualifications in the preceding two sentences shall not apply to any representation, warranty, term, condition, covenant, obligation, agreement or restriction that is itself qualified by materiality. At the Closing, each of the Buyer and the Buyer Sub shall have delivered to the Seller Company a certificate signed by its respective the President of the Buyer as to its the Buyer's compliance with this Section 10.18.1.

Continued Truth of Representations and Warranties of the Buyer; Compliance with Covenants and Obligations. The representations and warranties of the Buyer and the Buyer Sub in this Agreement shall be true in all material respects on and as of the Closing Date as though such representations and warranties were made on and as of such date, except for any changes permitted by the terms hereof or hereof, consented to in writing by the ParentCompany, or resulting from the passage of time and not having a materially adverse effect on the Buyer. The Buyer and the Buyer Sub shall have performed and complied in all material respects with all terms, conditions, covenants, obligations, agreements and restrictions required by this Agreement to be performed or complied with by it prior to or at the Closing Date. At the Closing, each of the Buyer and the Buyer Sub shall have delivered to the Seller Company a certificate signed by its respective the President of the Buyer as to its the Buyer’s compliance with this Section 10.17.1.