Common use of Representations and Warranties and Covenants of Buyer Clause in Contracts

Representations and Warranties and Covenants of Buyer. The ----------------------------------------------------- representations and warranties of Buyer herein contained shall be true and correct in all material respects (except for such representations and warranties which, by their terms, are qualified by materiality, which shall be true and correct) at the Closing Date with the same effect as though made at such time; Buyer shall have performed all obligations and complied with all covenants and conditions required by this Agreement to be performed or complied with by it at or before the Closing, and Buyer shall have delivered to Sellers a certificate of Buyer in form and substance satisfactory to Sellers' Agent, dated the Closing Date and signed by an executive officer of Buyer, to such effect.

Appears in 1 contract

Samples: Asset Purchase Agreement (Speedway Motorsports Inc)

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Representations and Warranties and Covenants of Buyer. The ----------------------------------------------------- representations and warranties of Buyer herein contained shall be true and correct in all material respects (except for such representations and warranties which, by their terms, are qualified by materiality, which shall be true and correct) at the Closing Date with the same effect as though made at such timetime (except where such representation and warranty is made as of a date specifically set forth therein); Buyer shall have in all material respects performed all obligations and complied with all covenants and conditions required by this Agreement to be performed or complied with by it at or before prior to the ClosingClosing Date, and Buyer shall have delivered to Sellers a certificate certificates of Buyer in form and substance satisfactory to Sellers' AgentSeller, dated the Closing Date and signed by an executive officer of Buyerits President, to such effect.

Appears in 1 contract

Samples: Asset Purchase Agreement (St John Knits Inc)

Representations and Warranties and Covenants of Buyer. The ----------------------------------------------------- representations and warranties of Buyer herein contained shall be true and correct in all material respects (except for such representations and warranties whichprovided, by their termshowever, are that where a representation or warranty is already qualified by materiality, which such materiality qualifier shall be true and correctdisregarded for purposes of this condition) at the Closing Date with the same effect as though made at such time; Buyer shall have in all material respects performed all obligations and complied with all covenants and conditions required by this Agreement to be performed or complied with by it at or before prior to the ClosingClosing Date, and Buyer shall have delivered to Sellers a certificate Seller certificates of Buyer in form and substance satisfactory to Sellers' Agent, Seller dated the Closing Date and signed by an executive officer of Buyer, its Chief Executive Officer and Chief Financial Officer to such effect.

Appears in 1 contract

Samples: Stock Purchase Agreement (Watkins Johnson Co)

Representations and Warranties and Covenants of Buyer. The ----------------------------------------------------- representations and warranties of Buyer herein contained shall be true and correct in all material respects (except for such representations and warranties whichprovided, by their termshowever, are that where a representation or warranty is already qualified by materiality, which such materiality qualifier shall be true and correctdisregarded for purposes of this condition) at the Closing Date with the same effect as though made at such time; Buyer shall have in all material respects performed all obligations and complied with all covenants and conditions required by this Agreement to be performed or complied with by it at or before prior to the ClosingClosing Date, and Buyer shall have delivered to Sellers a certificate Seller certificates of Buyer in form and 58 substance satisfactory to Sellers' Agent, Seller dated the Closing Date and signed by an executive officer of Buyer, its Chief Executive Officer and Chief Financial Officer to such effect.

Appears in 1 contract

Samples: Stock Purchase Agreement (General Inspection Laboratories Inc)

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Representations and Warranties and Covenants of Buyer. The ----------------------------------------------------- representations and warranties of Buyer herein contained shall be true and correct in all material respects (except for such representations and warranties which, by their terms, are qualified by materiality, which shall be true and correct) at the Closing Date with the same effect as though made at such timetime (but without giving effect to any qualification as to materiality contained therein); Buyer shall have in all material respects performed all obligations and complied with all covenants and conditions required by this Agreement to be performed or complied with by it Buyer at or before prior to the ClosingClosing Date, and Buyer shall have delivered to the Sellers a certificate of Buyer in form and substance satisfactory to the Sellers' Agent, dated the Closing Date and signed by an executive officer of Buyer, to such effect. The Buyer's Certificate shall be signed by its Chief Executive Officer and Chief Financial Officer.

Appears in 1 contract

Samples: Asset Purchase Agreement (Seracare Inc)

Representations and Warranties and Covenants of Buyer. The ----------------------------------------------------- representations and warranties of Buyer herein contained shall be true and correct in all material respects (except for such representations and warranties which, by their terms, are qualified by materiality, which shall be true and correct) at the Closing Date with the same effect as though made at such timetime (except where such representation and warranty is made as of a date specifically set forth therein); Buyer shall have in all material respects performed all obligations and complied with all covenants and conditions required by this Agreement to be performed or complied with by it at or before prior to the ClosingClosing Date, and Buyer shall have delivered to Sellers a certificate Seller certificates of Buyer in form and substance satisfactory to Sellers' AgentSeller, dated the Closing Date and signed by an executive officer of Buyerits Chief Executive Officer or Chief Financial Officer, to such effect.

Appears in 1 contract

Samples: Asset Purchase Agreement (Pacific Sunwear of California Inc)

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