Common use of Representations and Warranties of AIL; Covenants of AIL Clause in Contracts

Representations and Warranties of AIL; Covenants of AIL. The representations and warranties of AIL contained in Section 3.1 hereof shall be true and correct in all material respects (except for those representations and warranties that are qualified by materiality or material adverse effect, which shall be true and correct to such extent) as of the date of this Agreement and as of the Closing Date as though made at that date (except for those representations and warranties that speak as of a specific date, which shall be so true and correct in all material respects as of such specified date); provided that each representation or warranty made by AIL in Section 3.1(a) shall be true and correct in all respects as of the date of this Agreement and as of the Closing Date as though made at that date (except for those representations and warranties that speak as of a specific date, which shall be so true and correct as of such specified date); and AIL shall have performed, satisfied and complied in all material respects with the covenants and agreements required by this Agreement to be performed, satisfied or complied with by AIL at or prior to the Closing Date (including the exchange of the Existing AIL Shares for the AIL Shares at the Closing pursuant to the repurchase of the Existing AIL Shares by the Company and the issuance by the Company to AIL of the AIL Shares pursuant to Section 2.2 hereof and, if applicable, payment of the AIL Additional Purchase Price as required pursuant to Section 2.4(c)(i) hereof).

Representations and Warranties of AIL; Covenants of AIL. The representations and warranties of AIL contained in Section 3.1 hereof shall be true and correct in all material respects (except for those representations and warranties that are qualified by materiality or material adverse effect, which shall be true and correct to such extent) as of the date of this Agreement and as of the Closing Date as though made at that date (except for those representations and warranties that speak as of a specific date, which shall be so true and correct in all material respects as of such specified date); provided that each representation or warranty made by AIL in Section 3.1(a) shall be true and correct in all respects as of the date of this Agreement and as of the Closing Date as though made at that date (except for those representations and warranties that speak as of a specific date, which shall be so true and correct as of such specified date); and AIL shall have performed, satisfied and complied in all material respects with the covenants and agreements required by this Agreement to be performed, satisfied or complied with by AIL at or prior to the Closing Date (including the exchange of the Existing AIL Shares for the AIL Shares at the Closing pursuant to the repurchase of the Existing AIL Shares by the Company and the issuance by the Company to AIL of the AIL Shares pursuant to Section 2.2 hereof andincluding, if applicable, payment of the AIL Additional Purchase Price as required pursuant to Section 2.4(c)(i) hereof).