Effectiveness of Representations and Warranties. Each of the Parties' representations and warranties contained in this Agreement are true and correct.
Effectiveness of Representations and Warranties. The parties’ representations and warranties contained in this Agreement shall be true and correct, and with the same effect as though such representations and warranties had been made, on and as of the date that the transaction contemplated by Section 1 hereof is completed.
Effectiveness of Representations and Warranties. The representations and warranties contained in the foregoing Article VII are made as of the Effective Time, the Closing Time, and the last day of the Transfer Period.
Effectiveness of Representations and Warranties. All of the representations and warranties of SESI in this Agreement shall be true in all material respects on the Closing Date and shall be deemed to have been made again by SESI on and as of the Closing Date.
Effectiveness of Representations and Warranties. All of the representations and warranties of Sellers in this Agreement shall be true in all material respects on the Closing Date and shall be deemed to have been made again by Sellers on and as of the Closing Date.
Effectiveness of Representations and Warranties. The representations and warranties in this Agreement shall terminate at the Effective Time. In the event of any inconsistency between the statements made in the body of this Agreement and those contained in the Company Disclosure Schedule (other than an express exception to a specifically identified statement), those in this Agreement shall control.
Effectiveness of Representations and Warranties. The representations, warranties, and agreements of each party hereto in this Agreement and in any certificates delivered at or prior to any Closing hereunder shall survive indefinitely; provided, however, that all of such representations, warranties, and agreements shall terminate upon the termination of this agreement in accordance with Section 6.1 hereof except that the agreements set forth in Section 6.2 hereof shall survive such termination indefinitely.
Effectiveness of Representations and Warranties. For the avoidance of doubt, a showing of any negligence (kashitsu) or intent (koi) on the part of Dole shall not be required in order to establish an inaccuracy or breach of any of Xxxx’x representations and warranties under Section 3 or Section 4 of this Agreement. Furthermore, ITOCHU’s awareness or possible awareness of any inaccuracy or breach of any of Xxxx’x representations and warranties under Section 3 or Section 4 shall not have any effect on the force and effect of such representations and warranties, or Xxxx’x indemnification obligations or ITOCHU’s remedies relating thereto, except to the extent specifically provided for in Section 8.4.
Effectiveness of Representations and Warranties. The representations and warranties of CYL and GHS in this Agreement shall expire at the Effective Time.
Effectiveness of Representations and Warranties. All representations, warranties, covenants and agreements made in this Agreement or in any agreement, instrument, other document or certificates delivered in connection with the transactions contemplated hereby shall be deemed material and relied on by each party notwithstanding any investigation made by it or on its behalf. The representations, warranties and agreements in this Agreement shall terminate at the Effective Time or upon the termination of this Agreement pursuant to Section 7.1, as the case may be, except for those covenants and agreements contained herein that by their terms apply or are to be performed in whole or in part after the Effective Time. Nothing in this Section 8.1 shall relieve any party for any breach of any representation, warranty or agreement in this Agreement occurring prior to termination.
