Common use of Preserve Accuracy of Representations and Warranties Clause in Contracts

Preserve Accuracy of Representations and Warranties. Notification. Each Party shall refrain from taking any action which would render any representation or warranty contained in this Agreement inaccurate as of the Closing Date. Each Party shall promptly notify the other of: (a) any breach of any representation, warranty or covenant by such Party, or (b) any legal action, suit or proceeding that shall be instituted or threatened against such Party to restrain, prohibit or otherwise challenge the legality of any transaction contemplated by this Agreement.

Appears in 1 contract

Samples: Purchase Agreement

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Preserve Accuracy of Representations and Warranties. Notification. Each Party hereto shall refrain from taking any action which that would render any representation or warranty of such party contained in Article V or Article VI of this Agreement Agreement, as applicable, materially inaccurate as of the Closing Date. Each Party shall promptly notify the other of: (a) any breach Party, in writing, of any representation, warranty or covenant by such Party, or (b) any legal action, suit or proceeding that shall be instituted or threatened against such Party to restrain, prohibit or otherwise challenge the legality of any transaction contemplated by this Agreement.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Circuit City Stores Inc)

Preserve Accuracy of Representations and Warranties. Notification. Each Party of the parties hereto shall refrain from taking any action which would render any representation or warranty contained in Article V or (vi) of this Agreement materially inaccurate as of the Closing Date. Each Party party shall promptly notify the other of: (a) any breach of any representation, warranty or covenant by such Party, or (b) any legal action, suit or proceeding that shall be instituted or threatened against such Party party to restrain, prohibit or otherwise challenge the legality of any transaction contemplated by this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Quinton Cardiology Systems Inc)

Preserve Accuracy of Representations and Warranties. Notification. Each Party of the parties hereto shall refrain from taking any action which would render any representation or warranty contained in this Agreement inaccurate as of the Closing Date. Each Party party shall promptly notify the other of: (a) any breach of any representation, warranty or covenant by such Party, or (b) any legal action, suit or proceeding Legal Proceeding that shall be instituted or threatened against such Party party to restrain, prohibit or otherwise challenge the legality of any transaction contemplated by this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Penn Treaty American Corp)

Preserve Accuracy of Representations and Warranties. Notification. Each Party of the parties hereto shall refrain from taking any action which would render any representation or warranty contained set forth in Sections 5 or 6 of this Agreement inaccurate as of the Closing DateEffective Time. Each Party party shall promptly notify the other of: (a) any breach parties of any representation, warranty or covenant by such Party, or (b) any legal action, suit or proceeding Action that shall be instituted or threatened against such Party party to restrain, prohibit or otherwise challenge the legality of any transaction contemplated by this Agreement.. The Company

Appears in 1 contract

Samples: Merger Agreement (THQ Inc)

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Preserve Accuracy of Representations and Warranties. Notification. Each Party Both parties hereto shall refrain from taking any action which that would render any representation or warranty contained in this Agreement inaccurate as of the Closing Date. Each Party party shall promptly notify the other of: (a) any breach of any representation, warranty or covenant by such Party, or (b) any legal action, suit or proceeding Legal Proceeding that shall be instituted or threatened against such Party party to restrain, prohibit or otherwise challenge the legality of any transaction contemplated by this Agreement.

Appears in 1 contract

Samples: Asset Purchase Agreement (Sirva Inc)

Preserve Accuracy of Representations and Warranties. Notification. Each Party of the parties hereto shall refrain from taking any action which that would render any representation of its representations or warranty warranties contained in this Agreement inaccurate as of through the Closing Date. Each Party shall promptly notify the other of: (a) others if any breach of any representation, warranty or covenant by such Party, or (b) any legal action, suit or proceeding that shall be instituted or threatened against any such Party party to restrain, prohibit or otherwise challenge the legality of any transaction contemplated by this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Bogen Communications International Inc)

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