Representations and Warranties; Compliance with this Agreement Sample Clauses

Representations and Warranties; Compliance with this Agreement. The representations and warranties of TAIYO contained in Articles 8 and 9 hereof shall be true and correct in all material respects as of the Closing Date. The TAIYO Parties shall have performed and complied with all of their agreements and covenants contained herein in all material respects which are required to be performed by any of them on or before the Closing Date.
Sample 1
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Representations and Warranties; Compliance with this Agreement. The representations and warranties of Asaph contained in Article 10 hereof shall be true and correct in all material respects as of the Closing Date. Asaph shall have performed and complied with all of their agreements and covenants contained herein in all material respects which are required to be performed by any of them on or before the Closing Date.
Sample 1
Representations and Warranties; Compliance with this Agreement. Subject to the Schedule of Exceptions, the representations and warranties of the Sellers contained in Section 4 hereof shall be true and correct in all material respects as of the Closing Date. The Sellers shall have performed and complied in all material respects with all of their agreements and covenants contained herein and in the Ancillary Agreements which are required to be performed by any of them on or before the Closing Date, including, without limitation, delivery of the Purchased Shares and the other items set forth in Schedule 3.2 to the Buyers on the Closing Date.
Sample 1
Representations and Warranties; Compliance with this Agreement. The representations and warranties of the Buyers contained in Section 5 hereof shall be true and correct in all material respects as of the Closing Date. The Buyers shall have performed and complied in all material respects with all of its agreements and covenants contained herein and the Ancillary Agreements which are required to be performed by them on or before the Closing Date, including, without limitation, delivery of the Closing Payment to the Sellers on the Closing Date.
Sample 1

Related to Representations and Warranties; Compliance with this Agreement

  • Representations and Warranties; Compliance with Conditions The representations and warranties of Borrower contained in this Agreement and the other Loan Documents shall be true and correct in all material respects on and as of the Closing Date with the same effect as if made on and as of such date, and no Default or an Event of Default shall have occurred and be continuing; and Borrower shall be in compliance in all material respects with all terms and conditions set forth in this Agreement and in each other Loan Document on its part to be observed or performed.

  • Representations and Warranties Complete The representations and warranties of the Company included in this Agreement and any list, statement, document or information set forth in, or attached to, any Schedule provided pursuant to this Agreement or delivered hereunder, are true and complete in all material respects and do not contain any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements contained therein not misleading, under the circumstance under which they were made.

  • Representations and Warranties Concerning the Transaction (a) Representations and Warranties of the Seller (b) Representations and Warranties of the Buyer

  • Representations and Warranties of ALPS ALPS represents and warrants to the Trust that: (a) It is duly organized and existing as a corporation and in good standing under the laws of the State of Colorado. (b) It is empowered under applicable laws and by its Articles of Incorporation and By-laws to enter into and perform this Agreement. (c) All requisite corporate proceedings have been taken to authorize it to enter into and perform this Agreement. (d) It has and will continue to have access to the necessary facilities, equipment and personnel to perform its duties and obligations under this Agreement in accordance with industry standards.

  • Representations and Warranties; Covenants Each of the Seller and the Servicer hereby makes the representations and warranties, and hereby agrees to perform and observe the covenants, applicable to it set forth in Exhibits III and IV, respectively.

  • REPRESENTATIONS AND WARRANTIES CONCERNING THE COMPANY The Company and Seller jointly and severally represent and warrant to the Purchaser that the statements contained in this Section 5 are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date (as though made then and as though the Closing Date were substituted for the date of this Agreement throughout this Section 5).

  • ACCURACY OF REPRESENTATIONS AND WARRANTIES AND COMPLIANCE WITH OBLIGATIONS The representations and warranties of Purchaser contained in this Agreement shall be true and correct in all material respects at and as of the Closing Date with the same force and effect as though made at and as of that time except: (i) for changes specifically permitted by or disclosed pursuant to this Agreement; and (ii) that those representations and warranties which address matters only as of a particular date shall remain true and correct as of such date. Purchaser shall have performed and complied in all material respects with all of its obligations required by this Agreement to be performed or complied with at or prior to the Closing Date. Purchaser shall have delivered to the Sellers a certificate, dated as of the Closing Date, and signed by an executive officer thereof, certifying that such representations and warranties are true and correct, and that all such obligations have been performed and complied with, in all material respects.

  • Representations and Warranties of the Undersigned The undersigned hereby represents and warrants to and covenants with the Company that:

  • Compliance with Representations and Warranties During the period from the date of this Agreement to the Closing Date, the Offerors shall use their best efforts and take all action necessary or appropriate to cause their representations and warranties contained in Section 5 hereof to be true as of the Closing Date, after giving effect to the transactions contemplated by this Agreement, as if made on and as of the Closing Date.

  • Representations and Warranties; Performance of Agreements Company shall have delivered to Agent an Officers' Certificate, in form and substance satisfactory to Agent, to the effect that the representations and warranties in Section 5 hereof are true, correct and complete in all material respects on and as of the Closing Date to the same extent as though made on and as of that date (or, to the extent such representations and warranties specifically relate to an earlier date, that such representations and warranties were true, correct and complete in all material respects on and as of such earlier date) and that Company shall have performed in all material respects all agreements and satisfied all conditions which this Agreement provides shall be performed or satisfied by it on or before the Closing Date except as otherwise disclosed to and agreed to in writing by Agent and Requisite Lenders.

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