Covenants and Agreements of the Sellers. The Company and the Sellers shall have performed and complied in all material respects with all of their respective covenants and agreements hereunder through the Closing; and the Buyer shall have received a certificate from each of the Company and each of the Sellers signed, in the case of the Company, by a duly authorized officer of the Company, and, in the case of the Sellers, by the Representative, in each case, confirming the foregoing as of the Closing Date.
Covenants and Agreements of the Sellers. 5.1 Access and Investigation. Between the date of this Agreement and the Closing, the Sellers and the Company will and will cause each Group Company to, (a) afford the Purchaser and its representatives and prospective lenders and their representatives (collectively, the “Purchaser’s Advisors”) full and free access to each Group Company’s personnel, properties, contracts, books and records, and other documents and data, (b) furnish the Purchaser and each Purchaser’s Advisors with copies of all such contracts, books and records, and other existing documents and data as the Purchaser may reasonably request, and (c) furnish the Purchaser and the Purchaser’s Advisors with such additional financial, operating, and other data and information as the Purchaser may reasonably request.
Covenants and Agreements of the Sellers. The Sellers and the Key Employees shall have caused all covenants, agreements, and conditions required by this Agreement to be performed or complied with by them prior to or at the Closing to be so performed or complied with and the Sellers and the Key Employees shall have each executed and delivered to the Buyer a certificate to such effect dated the Closing Date.
Covenants and Agreements of the Sellers
