Representations and Warranties are True. The representations and warranties of Parent and Sub set forth in Article 3 shall be true and correct as if such representations and warranties were made as of the Closing (except as to any such representation and warranty which speaks as of a specific date, which must be true or correct as of such date).
Representations and Warranties are True. The representations and warranties of the Company set forth in Article 4 shall be accurate as of the Closing Date as if made on and as of the Closing Date (except as to any such representation and warranty which speaks as of a specific date, which must be accurate as of such date), except that for purposes of this Section 6.2(a) all inaccuracies in such representations and warranties shall be disregarded if such inaccuracies (considered collectively) would not constitute a Material Adverse Effect.
Representations and Warranties are True. The representations and warranties of the Company set forth in Article 4, when read without any exception or qualification as to materiality or reference to Material Adverse Effect or Material Adverse Change, shall be true and correct as if such representations and warranties were made as of the Closing (except as to any such representation and warranty which speaks as of a specific date, which must be true or correct as of such date) except where the failure to be so true and correct has not had a Material Adverse Effect on the Company.
Representations and Warranties are True. Lender shall have received evidence that the representations and warranties of Borrower pursuant to this Agreement and the Borrower’s Representations and Warranties are true or correct as of the Closing Date.
Representations and Warranties are True. The representations and warranties of Buyer made in Article 3 and the Company in Article 4 of this Agreement shall be true and correct as of the Closing Date as though made on and as of the Closing Date.
Representations and Warranties are True. The representations and warranties of the Buyer set forth in Section 5 below shall be true and correct in all material respects at and as of the Closing Date.
Representations and Warranties are True. The representations and warranties of Parent and Merger Sub set forth in Article 3 shall be accurate in all material respects as if such representations and warranties were made as of the Closing (except as to any such representation and warranty which speaks as of a specific date, which must be accurate as of such date), except that for purposes of this Section 6.3(a) all inaccuracies in such representations and warranties shall be disregarded if the circumstances constituting or giving rise to such inaccuracies (considered collectively) would not constitute a Material Adverse Effect.
Representations and Warranties are True. The representations and warranties of Quest, QAM, Xxxxxxx and Xxxxx contained in this Agreement shall be true and correct in all material respects as of the Closing Date as if made at and as of the Closing Date.
Representations and Warranties are True. The representations and warranties made by UTS and Newco in this Agreement shall be true and correct in all material respects as of the Closing Date as if made at and as of the Closing Date.
Representations and Warranties are True. In addition to the requirements of Section 3.2, it shall also be a condition to the obligation of the Purchaser to consummate the transactions contemplated by this Agreement that all the representations and warranties of the Sellers contained in Section 4.1 and of the Guarantors contained in Section 4.2 shall be true and correct at Closing as though made as of the Closing. The Purchaser shall have received a certificate signed by the Indemnitors’ Agent certifying as to the matters set forth in this Section 3.3.
