Common use of Correctness of Representations Clause in Contracts

Correctness of Representations. No representation or warranty of Purchaser in this Agreement or in any Exhibit, certificate, or Schedule attached hereto or furnished pursuant hereto contains, or on the Closing Date will contain, any untrue statement of material fact or omits or, on the Closing Date, will omit, to state any fact necessary in order to make the statements contained therein not misleading in any material respect, and all such statements, representations, Exhibits, and certificates shall be true and complete on and as of the Closing Date as though made on that date.

Appears in 4 contracts

Samples: Asset Purchase Agreement (Maxim Group Inc /), Asset Purchase Agreement (Nord Resources Corp), Asset Purchase Agreement (Nord Resources Corp)

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Correctness of Representations. No representation or warranty of Purchaser in this Agreement or in any Exhibit, certificate, or Schedule attached hereto or furnished pursuant hereto contains, or on the Closing Date will contain, any untrue statement of material fact or omits or, on the Closing Date, Date will omit, to state any fact necessary in order to make the statements contained therein not misleading in any material respect, and all such statements, representations, Exhibits, and certificates shall be true and complete on and as of the Closing Date as though made on that date.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Afc Enterprises Inc), Asset Purchase Agreement (Air Industries Group, Inc.), Asset Purchase Agreement (General Cable Corp /De/)

Correctness of Representations. No representation or warranty of ------------------------------ Purchaser in this Agreement or in any Exhibit, certificate, or Schedule attached hereto or furnished pursuant hereto contains, or on the Closing Date will contain, any untrue statement of material fact or omits or, on the Closing Date, will omit, to state any fact necessary in order to make the statements contained therein not misleading in any material respect, and all such statements, representations, Exhibits, and certificates shall be true and complete on and as of the Closing Date as though made on that date.

Appears in 2 contracts

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

Correctness of Representations. No representation or warranty of Purchaser the Company in this Agreement or in any Exhibitexhibit, certificate, or Schedule schedule attached hereto or furnished pursuant hereto contains, or on the Closing Date will contain, any untrue statement of material fact or omits or, on the Closing Date, will omit, to state any fact necessary in order to make the statements contained herein or therein not misleading in any material respectmisleading, and all such statements, representations, Exhibitswarranties, exhibits, and certificates shall be true and complete on and as of the Closing Date as though made on that date.

Appears in 1 contract

Samples: Loan Assignment Agreement (Sibling Entertainment Group Holdings, Inc.)

Correctness of Representations. No representation or warranty of Purchaser Seller or Company in this Agreement or in any Exhibit, certificate, or Schedule attached hereto or furnished pursuant hereto hereto, contains, or on the Closing Date will contain, any untrue statement of material fact or omits oromits, or on the Closing Date, Date will omit, to state any fact necessary in order to make the statements contained therein not misleading in any material respect, and all such statements, representations, warranties, Exhibits, certificates, and certificates Schedules shall be true and complete on and as of the Closing Date as though made on that date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Encore Bancshares Inc)

Correctness of Representations. No representation or warranty ------------------------------ of Purchaser in this Agreement or in any Exhibit, certificate, or Schedule attached hereto or furnished pursuant hereto contains, or on the Closing Date will contain, any untrue statement of material fact or omits or, on the Closing Date, will omit, to state any fact necessary in order to make the statements contained therein not misleading in any material respect, and all such statements, representations, Exhibits, and certificates shall be true and complete on and as of the Closing Date as though made on that date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Reunion Industries Inc)

Correctness of Representations. No representation or warranty of Purchaser Seller in this Agreement or in any Schedule, Exhibit, certificate, certificate or Schedule agreement attached hereto or furnished pursuant hereto contains, or on the Closing Date will contain, any untrue statement of material fact or omits oromits, or on the Closing Date, Date will omit, to state any fact necessary in order to make the statements contained therein not misleading in any material respect, misleading; and all such statements, representations, warranties, Exhibits, certificates and certificates Schedules shall be true and complete on and as of the Closing Date as though made on that date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Pacer Health Corp)

Correctness of Representations. No representation or warranty of Purchaser in this Agreement or in any Exhibit, certificate, or Schedule attached hereto or furnished pursuant hereto contains, or on the Closing Date will contain, any untrue statement of material fact or omits or, on the Closing Date, will omit, to state any fact necessary in order to make the statements contained therein not misleading in any material respect, and all such statements, representations, Exhibits, and certificates shall be true and complete on and as of the Closing Date date as though made on that date.

Appears in 1 contract

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

Correctness of Representations. No representation or warranty of Purchaser Seller in this Agreement or in any Exhibit, certificate, or Schedule attached hereto or furnished pursuant hereto hereto, contains, or on the Closing Date will contain, any untrue statement of material fact or omits oromits, or on the Closing Date, Date will omit, to state any fact necessary in order to make the statements contained therein not misleading in any material respect, and all such statements, representations, warranties, Exhibits, certificates, and certificates Schedules shall be true and complete in all material respects on and as of the Closing Date as though made on that date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Maxim Group Inc /)

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Correctness of Representations. No representation or warranty of Purchaser in this Agreement or in any Exhibit, certificate, or Schedule attached hereto or furnished pursuant hereto contains, or on the Closing Date will contain, any untrue statement of material fact or omits or, on the Closing Date, Date will omit, to state any fact necessary in order to make the statements contained therein not misleading in any material respect, and all such statements, representations, warranties, Exhibits, and certificates shall be true and complete on and as of the Closing Date as though made on that date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Encore Bancshares Inc)

Correctness of Representations. No representation or warranty of Purchaser ------------------------------ the Company and Shareholders in this Agreement or in any Exhibit, certificate, Exhibit or Schedule attached hereto or furnished pursuant hereto hereto, when read as a whole with this Agreement and all other Exhibits, certificates and Schedules, contains, or on the Closing Date will contain, any untrue statement of material fact or omits oromits, or on the Closing Date, Date will omit, to state any fact necessary in order to make the statements contained therein not misleading in any material respect, and all such statements, representations, Exhibits, and certificates shall be true and complete on and as of the Closing Date as though made on that date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Hall Kinion & Associates Inc)

Correctness of Representations. No representation or warranty of Purchaser in this Agreement or in any Schedule, Exhibit, certificate, certificate or Schedule agreement attached hereto or furnished pursuant hereto hereto, contains, or on the Closing Date will contain, any untrue statement of material fact or omits oromits, or on the Closing Date, Date will omit, to state any fact necessary in order to make the statements contained therein not misleading in any material respect, misleading; and all such statements, representations, Exhibitswarranties, exhibits, certificates, and certificates Schedules shall be true and complete on and as of the Closing Date as though made on that date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Pacer Health Corp)

Correctness of Representations. No representation or warranty of Purchaser in this Agreement or in any Exhibitexhibit, certificate, or Schedule schedule attached hereto or furnished pursuant hereto contains, or on the Closing Date will contain, any untrue statement of material fact or omits or, on the Closing Date, will omit, to state any fact necessary in order to make the statements contained herein or therein not misleading in any material respectmisleading, and all such statements, representations, Exhibitswarranties, exhibits, and certificates shall be true and complete on and as of the Closing Date as though made on that date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Rainmaker Systems Inc)

Correctness of Representations. No To the knowledge of Purchaser, no representation or warranty of Purchaser in this Agreement or in any Exhibitexhibit, certificate, or Schedule schedule attached hereto or furnished pursuant hereto contains, or on the Closing Date will contain, any untrue statement of material fact or omits or, on the Closing Date, will omit, to state any fact necessary in order to make the statements contained herein or therein not misleading in any material respectmisleading, and all such statements, representations, Exhibitswarranties, exhibits, and certificates shall be true and complete on and as of the Closing Date as though made on that date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Vhgi Holdings, Inc.)

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