Common use of Representations and Warranties; Compliance with Agreement Clause in Contracts

Representations and Warranties; Compliance with Agreement. The representations and warranties of Buyer set forth in this Agreement shall be true and correct in all material respects as of the date of this Agreement and as of the Closing Date as though made on and as of the Closing Date, and Buyer shall have performed all covenants and agreements to be performed by it under this Agreement on or prior to the Closing Date, and Buyer shall have delivered the Purchase Price to Seller.

Appears in 3 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Bad Toys Inc), Asset Purchase Agreement (Bad Toys Inc)

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Representations and Warranties; Compliance with Agreement. The representations and warranties of Buyer Seller and Shareholder set forth in this Agreement shall be true and correct in all material respects as of the date Effective Date of this Agreement and as of the Closing Date as though made on and as of the Closing Date, and Buyer Seller and Shareholder shall have performed all covenants and agreements to be performed by it under this Agreement on or prior to the Closing Date, and Buyer shall have delivered the Purchase Price to Seller.

Appears in 3 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Bad Toys Inc), Asset Purchase Agreement (Bad Toys Inc)

Representations and Warranties; Compliance with Agreement. The representations and warranties of Buyer Sellers set forth in this Agreement shall be true and correct in all material respects as of the date of this Agreement and as of the Closing Date as though made on and as of the Closing Date, and Buyer Sellers shall have performed all covenants and agreements to be performed by it them under this Agreement on or prior to the Closing Date, and Buyer shall have delivered the Purchase Price to Seller.

Appears in 1 contract

Samples: Stock Purchase Agreement (Joshua Tree Construction Inc)

Representations and Warranties; Compliance with Agreement. The representations and warranties of Buyer the Partnership and Sellers set forth in this Agreement shall be true and correct in all material respects as of the date of this Agreement and as of the Closing Date as though made on and as of the Closing Date, and Buyer the Partnership and Sellers shall have performed all covenants and agreements to be performed by it under this Agreement on or prior to the Closing Date, Date and Buyer shall have delivered to the Purchase Price Buyer a certificate to Seller.such effect, dated the Closing Date, which certificate shall be in form and substance satisfactory to Buyer and its counsel;

Appears in 1 contract

Samples: Purchase Agreement (Emerge Interactive Inc)

Representations and Warranties; Compliance with Agreement. The representations and warranties of Buyer set forth in this Agreement shall be true and correct in all material respects as of the date of this Agreement and as of the Closing Date as though made on and as of the Closing Date, and Buyer shall have performed all covenants and agreements to be performed by it under this Agreement on or prior to the Closing Date, Date and Buyer shall have delivered to Seller certificates to such effect, dated as of the Purchase Price Closing Date and signed by its respective President or Chief Financial Officer, which certificate shall be in form and substance reasonably satisfactory to SellerSeller and its counsel.

Appears in 1 contract

Samples: Asset Purchase Agreement (Chemical Leaman Corp /Pa/)

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Representations and Warranties; Compliance with Agreement. The representations and warranties of Buyer Seller set forth in this Agreement shall be true and correct in all material respects as of the date of this Agreement and as of the Closing Date as though made on and as of the Closing Date, and Buyer Seller shall have performed all covenants and agreements to be performed by it under this Agreement on or prior to the Closing Date. Provided, and Buyer shall have delivered not be excused from consummating the Purchase Price transaction contemplated by this Agreement to Sellerthe extent Buyer knew any such representation or warranty was false at the time of execution of this Agreement.

Appears in 1 contract

Samples: Asset Sale and Purchase Agreement (Owosso Corp)

Representations and Warranties; Compliance with Agreement. The representations and warranties of Buyer Seller, Xxxxx Properties and Xxxxx set forth in this Agreement shall be true and correct in all material respects as of the date of this Agreement and as of the Closing Date as though made on and as of the Closing Date, and Buyer Seller shall have performed all covenants and agreements to be performed by it under this Agreement on or prior to the Closing Date, Date and Buyer shall have delivered to the Purchase Price Buyer a certificate to Seller.such effect, dated the Closing Date, which certificate shall be in form and substance satisfactory to Buyer and its counsel;

Appears in 1 contract

Samples: Asset Purchase Agreement (Owosso Corp)

Representations and Warranties; Compliance with Agreement. The representations and warranties of Buyer Seller set forth in this Agreement shall be true and correct in all material respects as of the date of this Agreement and as of the Closing Date as though made on and as of the Closing Date, and Buyer Seller shall have performed all covenants and agreements to be performed by it under this Agreement on or prior to the Closing Date, and Buyer Seller shall have delivered to Buyer certificates to such effect dated as of the Purchase Price Closing Date signed on behalf of each such corporation by its respective President or Chief Financial Officer, which certificates shall be in form and substance reasonably satisfactory to SellerBuyer's counsel.

Appears in 1 contract

Samples: Asset Purchase Agreement (Chemical Leaman Corp /Pa/)

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