REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller and agrees as follows:
Appears in 35 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Sientra, Inc.), Equity Purchase Agreement
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller and agrees as follows:
Appears in 22 contracts
Samples: Asset Purchase Agreement, Stock Purchase Agreement, Equity Purchase Agreement (Brunswick Corp)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an a material inducement to Seller to enter entering into this Agreement and to consummate the transactions contemplated herebyAgreement, Buyer hereby represents and warrants to Seller and agrees as follows:
Appears in 20 contracts
Samples: Asset Purchase Agreement (Vanity Events Holding, Inc.), Asset Purchase Agreement (Nutrition 21 Inc), Asset Purchase Agreement (Consorteum Holdings, Inc.)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller and agrees as follows:
Appears in 14 contracts
Samples: Asset Purchase Agreement (Digital Cinema Destinations Corp.), Asset Purchase Agreement (Digital Cinema Destinations Corp.), Asset Purchase Agreement (Digital Cinema Destinations Corp.)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller Sellers to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller Sellers and agrees as follows:
Appears in 11 contracts
Samples: Asset Purchase Agreement (Generac Holdings Inc.), Asset Purchase Agreement (Capital Growth Systems Inc /Fl/), Asset Purchase Agreement
REPRESENTATIONS AND WARRANTIES OF BUYER. As an a material inducement to Seller to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller and agrees as followsfollows as of the date hereof:
Appears in 9 contracts
Samples: Asset Purchase and Sale Agreement (ERF Wireless, Inc.), Asset Purchase and Sale Agreement (KeyOn Communications Holdings Inc.), Asset Purchase and Sale Agreement (KeyOn Communications Holdings Inc.)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller and agrees as follows:
Appears in 8 contracts
Samples: Asset Sale Agreement (Interstate Power & Light Co), Asset Sale Agreement (ITC Holdings Corp.), Securities Purchase Agreement (QC Holdings, Inc.)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller and agrees as follows:
Appears in 7 contracts
Samples: Asset Purchase Agreement (American Italian Pasta Co), Asset Purchase Agreement (American Italian Pasta Co), Asset Purchase Agreement (Applebees International Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into this Agreement and to consummate the transactions contemplated herebyAgreement, Buyer hereby represents and warrants to Seller and agrees as follows:
Appears in 7 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Casual Male Retail Group Inc), Purchase Agreement (Progressive Gaming International Corp)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller to, and covenants and agrees with, the Seller as follows:
Appears in 7 contracts
Samples: Asset Purchase Agreement (Protocol Communications Inc), Stock Purchase Agreement (Protocol Communications Inc), Asset Purchase Agreement (Protocol Communications Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an a material inducement to for Seller to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller and agrees as follows:
Appears in 7 contracts
Samples: Asset Purchase Agreement (Outsource International Inc), Asset Purchase Agreement (Outsource International Inc), Asset Purchase Agreement (Outsource International Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller Sellers to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller and agrees Sellers as follows:
Appears in 6 contracts
Samples: Purchase and Sale Agreement (Barings Private Credit Corp), Purchase and Sale Agreement (TriplePoint Global Venture Credit, LLC), Purchase and Sale Agreement (TriplePoint Venture Growth BDC Corp.)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to To induce Seller to enter into and perform their obligations under this Agreement and to consummate the transactions contemplated herebyAgreement, Buyer hereby represents and warrants to Seller and agrees as follows:
Appears in 6 contracts
Samples: Stock Sale and Purchase Agreement (Wave Sync Corp.), Stock Sale and Purchase Agreement (Dafoe Corp.), Stock Sale and Purchase Agreement (Medley Parrish)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into this Agreement and to consummate the transactions contemplated herebyherein, Buyer hereby represents and warrants to Seller and agrees as followsthat:
Appears in 6 contracts
Samples: Stock Purchase Agreement (Metromedia International Group Inc), Stock Purchase Agreement (P&f Acquisition Corp), Asset Purchase Agreement (Roller Bearing Co of America Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into this Agreement and to consummate the transactions contemplated herebyAgreement, Buyer hereby represents and warrants to Seller and agrees as followsSeller:
Appears in 6 contracts
Samples: Asset Purchase Agreement (Polycom Inc), Asset Purchase Agreement (Us Biodefense Inc), Asset Purchase Agreement (FTS Group, Inc.)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to To induce Seller to enter into this Agreement and to consummate the transactions contemplated herebyAgreement, Buyer hereby represents and warrants to Seller Seller, as of the date of this Agreement and agrees as of the Closing, as follows:
Appears in 5 contracts
Samples: Asset Purchase Agreement (Ids Jones Growth Partners 89-B LTD), Asset Purchase Agreement (Cable Tv Fund 15-a LTD), Asset Purchase Agreement (Cable Tv Fund 14-a LTD)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into this Agreement and to consummate the transactions contemplated herebythese transactions, Buyer hereby represents represents, warrants and warrants covenants to Seller and agrees as follows:
Appears in 5 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Eagle Broadband Inc), Asset Purchase Agreement (Nighthawk Systems Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to the Seller to enter into this Agreement and to consummate the transactions contemplated hereby, the Buyer hereby represents and warrants to the Seller and agrees as follows:
Appears in 4 contracts
Samples: Asset Purchase and Sale Agreement (FlexShopper, Inc.), Stock Purchase Agreement (American Safety Insurance Holdings LTD), Stock Purchase Agreement (China INSOnline Corp.)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller and agrees as follows:
Appears in 4 contracts
Samples: Purchase and Sale Agreement (PPL Energy Supply LLC), Purchase and Sale Agreement (PPL Energy Supply LLC), Purchase and Sale Agreement (Potomac Electric Power Co)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into and perform its obligations under this Agreement and to consummate the transactions contemplated herebyAgreement, Buyer hereby represents represents, warrants and warrants covenants to Seller and agrees as follows:
Appears in 4 contracts
Samples: Shared Service Agreement (Veriteq), Shared Service Agreement (POSITIVEID Corp), Asset Purchase Agreement (Digital Angel Corp)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller represents, warrants, covenants and agrees as follows:
Appears in 4 contracts
Samples: Agreement and Plan of Merger (United Community Banks Inc), Agreement and Plan of Merger (Four Oaks Fincorp Inc), Agreement and Plan of Merger (United Community Banks Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an a material inducement to Seller to enter into this Agreement and to consummate the transactions contemplated herebyAgreement, Buyer hereby represents and warrants to Seller and agrees with Seller as follows:
Appears in 4 contracts
Samples: Agreement of Purchase and Sale (Arden Realty Inc), Memorandum of Agreement (Arden Realty Inc), Agreement of Purchase and Sale (Arden Realty Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into this Agreement and to consummate the transactions contemplated herebyherein, Buyer hereby represents and warrants to Seller and agrees as follows:
Appears in 4 contracts
Samples: Asset Purchase Agreement (Investview, Inc.), Asset Purchase Agreement (Powerlinx Inc), Asset Purchase Agreement (Esquire Communications LTD)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an a material inducement to Seller to enter into this Agreement and to consummate the transactions contemplated herebyAgreement, Buyer hereby represents and warrants to Seller and agrees as followsthat:
Appears in 4 contracts
Samples: Purchase Agreement (Nutraceutical International Corp), Asset Purchase Agreement (Clarion Technologies Inc/De/), Asset Purchase Agreement (Able Laboratories Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to To induce Seller to enter into this Agreement and to consummate sell the transactions contemplated herebyPurchased Assets, Buyer hereby represents and warrants to the Seller and agrees as followsthat:
Appears in 4 contracts
Samples: Asset Purchase Agreement (Infinite Group Inc), Asset Purchase Agreement (Infinite Group Inc), Asset Purchase Agreement (Infinite Group Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an a material inducement to Seller the Sellers to enter into this Agreement and to consummate the transactions contemplated hereby, the Buyer hereby represents and warrants to the Seller and agrees Parties as follows:
Appears in 3 contracts
Samples: Asset Purchase Agreement (Steiner Leisure LTD), Asset Purchase Agreement, Asset Purchase Agreement (Steiner Leisure LTD)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into and perform its respective obligations under this Agreement and to consummate the transactions contemplated herebyAgreement, Buyer hereby represents and warrants to Seller and agrees as follows:
Appears in 3 contracts
Samples: Asset Purchase Agreement (Star Buffet Inc), Asset Purchase Agreement (Star Buffet Inc), Asset Purchase Agreement (Star Buffet Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement In order to induce Seller to enter into this Agreement and to consummate the transactions contemplated herebyContemplated Transactions, Buyer hereby represents and warrants to Seller and agrees as follows:
Appears in 3 contracts
Samples: Asset Purchase Agreement (Meridian Waste Solutions, Inc.), Stock and Asset Purchase Agreement (West Pharmaceutical Services Inc), Asset Purchase Agreement (Matrixx Initiatives Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an a material inducement to Seller Sellers to enter into this Agreement and to consummate the transactions contemplated herebyAgreement, Buyer hereby represents and warrants to Seller and agrees as followsSellers that:
Appears in 3 contracts
Samples: Asset Purchase Agreement (Florida Rock Industries Inc), Securities Purchase Agreement (Gaylord Container Corp /De/), Stock Purchase Agreement (Onepoint Communications Corp /De)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller the Company and each of the Sellers to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller and agrees Sellers as follows:
Appears in 3 contracts
Samples: Stock Purchase Agreement (Universal Outdoor Holdings Inc), Stock Purchase Agreement (Universal Outdoor Inc), Stock Purchase Agreement (Universal Outdoor Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an a material inducement to Seller to enter into this Agreement and to consummate sell the transactions contemplated herebyShares, Buyer hereby represents and warrants to Seller and agrees as follows:
Appears in 3 contracts
Samples: Stock Purchase Agreement (Schmitt Industries Inc), Stock Purchase Agreement (Praegitzer Industries Inc), Stock Purchase Agreement (Utah Medical Products Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an a material inducement to Seller Sellers to enter into and perform their obligations under this Agreement and to consummate the transactions contemplated herebyAgreement, Buyer hereby represents and warrants to Seller and agrees Sellers as follows:
Appears in 3 contracts
Samples: Share Purchase Agreement, Share Purchase Agreement (Trans World Entertainment Corp), Asset Purchase Agreement (Hartmarx Corp/De)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement In order to induce the Seller to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller and agrees as follows:
Appears in 3 contracts
Samples: Asset Purchase Agreement (ABT Holdings, Inc.), Asset Purchase Agreement (ABT Holdings, Inc.), Asset Purchase Agreement (CRC Crystal Research Corp)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement In order to induce Seller to enter into this Agreement and to consummate the transactions contemplated herebyhereunder, Buyer hereby represents makes the following representations and warrants to Seller and agrees as followswarranties:
Appears in 3 contracts
Samples: Asset Purchase Agreement (Zila Inc), Asset Purchase Agreement (Zila Inc), Asset Purchase Agreement (Infocure Corp)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to To induce Seller to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller and agrees as follows:
Appears in 3 contracts
Samples: Asset Purchase Agreement (Amerivision Communications Inc), Stock Purchase Agreement (Cox Radio Inc), Asset Purchase Agreement (Radio One Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into this Agreement and to consummate the transactions contemplated herebyAgreement, Buyer hereby represents and warrants to Seller and agrees as followsthat:
Appears in 3 contracts
Samples: Asset Purchase Agreement (Wellness Center USA, Inc.), Asset Purchase Agreement (Tc Global, Inc.), Purchase Agreement (Ha Lo Industries Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to the Seller to enter into this Agreement and to consummate the transactions contemplated hereby, the Buyer hereby represents and warrants to the Seller and agrees as follows:
Appears in 3 contracts
Samples: Asset Purchase Agreement (Staffmark Inc), Asset Purchase Agreement (Staffmark Inc), Asset Purchase Agreement (Staffmark Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Buyer, for the purpose of inducing Seller to enter into and consummate this Agreement and to consummate the transactions contemplated herebyAgreement, Buyer hereby represents and warrants to Seller and agrees as followsthat:
Appears in 3 contracts
Samples: Asset Purchase Agreement (Integramed America Inc), Asset Purchase Agreement (Integramed America Inc), Asset Purchase Agreement (Integramed America Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into this Agreement and to consummate the transactions contemplated herebyAgreement, Buyer hereby represents and warrants to Seller and agrees as follows:
Appears in 3 contracts
Samples: Membership Interest Purchase Agreement (Rentech Nitrogen Partners, L.P.), LLC Interest Purchase Agreement and Assignment (Country Star Restaurants Inc), Asset Purchase Agreement (Acorn Products Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller Sellers and the Company to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller Sellers and agrees the Company as follows:
Appears in 3 contracts
Samples: Stock Purchase Agreement (Linc Net Inc), Stock Purchase Agreement (Linc Net Inc), Stock Purchase Agreement (Linc Net Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to To induce Seller to enter into and perform its obligations under this Agreement and to consummate the transactions contemplated herebyAgreement, Buyer hereby represents and warrants to Seller and agrees as of the date hereof as follows:
Appears in 2 contracts
Samples: Unit Purchase Agreement (Yoda PLC), Unit Purchase Agreement (Capital Maritime & Trading Corp.)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into of the signing of this Agreement and to consummate the transactions contemplated herebyAgreement, Buyer BUYER hereby represents and warrants to Seller and agrees SELLER as follows:
Appears in 2 contracts
Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (American Midstream Partners, LP)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into this Agreement and the Ancillary Agreements and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller and agrees as follows:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Empire District Electric Co), Asset Purchase Agreement (Aquila Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to To induce Seller to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to and covenants with Seller and agrees as follows:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Bad Toys Inc), Asset Purchase Agreement (Central Wireless Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement In order to induce Seller to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents makes the following representations and warrants warranties to Seller and agrees as followsSeller:
Appears in 2 contracts
Samples: Stock Purchase Agreement (First Physicians Capital Group, Inc.), Asset Purchase Agreement (First Physicians Capital Group, Inc.)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an a material inducement to Seller to enter entering into this Agreement and to consummate consummating the transactions contemplated hereby, Buyer hereby represents and warrants to Seller and agrees as follows:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Unilens Vision Inc), Asset Purchase Agreement (Unilens Vision Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an a material inducement to Seller to enter into this Agreement and to consummate the transactions contemplated hereby, hereby Buyer hereby represents and warrants to Seller and agrees as of the date of this Agreement as follows:
Appears in 2 contracts
Samples: Asset Purchase Agreement (LeapCharger Corp), Asset Purchase Agreement (Blue Chip Technologies Corp.)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an a material inducement to Seller to enter Sellers entering into this Agreement and to consummate the transactions contemplated herebyAgreement, Buyer hereby represents and warrants to Seller and agrees Sellers as follows:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Nutrition 21 Inc), Asset Purchase Agreement (Duro Communications Corp)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into this Agreement and to consummate the transactions Transactions contemplated hereby, Buyer hereby represents and warrants to Seller and agrees as follows:
Appears in 2 contracts
Samples: Asset Purchase Agreement (MBC Funding Ii Corp.), Asset Purchase Agreement (MBC Funding Ii Corp.)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller the Company and the Sellers to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller the Company and agrees the Sellers as follows:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Remington Arms Co Inc/), Stock Purchase Agreement (Freedom Group, Inc.)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller the Company and Sellers to enter into this Agreement and to consummate the transactions contemplated herebyTransactions, Buyer hereby represents and warrants to Seller the Company and agrees Sellers as follows:
Appears in 2 contracts
Samples: Share Purchase Agreement, Share Purchase Agreement (Sra International Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Knowing that Seller to enter into this Agreement and to consummate the transactions contemplated herebyis relying thereon, Buyer hereby represents and warrants to Seller as of the date of this Agreement, and agrees covenants with Seller, as follows:
Appears in 2 contracts
Samples: Purchase Agreement (Providence Service Corp), Purchase Agreement (Providence Service Corp)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an a material inducement to Seller the Sellers to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller and agrees the Sellers as follows:
Appears in 2 contracts
Samples: Acquisition Agreement (MF Global Ltd.), Acquisition Agreement (Refco Inc.)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller the Company and the Sellers to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller the Company and the Sellers and agrees as follows:
Appears in 2 contracts
Samples: Purchase Agreement, Purchase Agreement
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into this Agreement and to consummate the transactions contemplated herebyherein, Buyer hereby represents and warrants to Seller and agrees as followsSeller:
Appears in 2 contracts
Samples: Hotel Purchase Agreement (RFS Hotel Investors Inc), Hotel Purchase Agreement (Leucadia National Corp)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller To induce the Sellers to enter into this Agreement and to consummate the transactions contemplated herebyAgreement, Buyer hereby represents and warrants to Seller and agrees the Sellers as follows:
Appears in 2 contracts
Samples: Asset Purchase Agreement (CSC Holdings Inc), Asset Purchase Agreement (Adelphia Communications Corp)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an a material inducement to Seller the Sellers to enter into and perform their obligations under this Agreement and to consummate Agreement, the transactions contemplated hereby, Buyer hereby represents and warrants to Seller and agrees the Sellers as follows:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Red Robin Gourmet Burgers Inc), Asset Purchase Agreement (Red Robin Gourmet Burgers Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller the Sellers to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller and agrees the Sellers, as follows:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Mercadolibre Inc), Stock Purchase Agreement (Mercadolibre Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller and agrees Seller, except as set forth in the Buyer Disclosure Letter, as follows:
Appears in 2 contracts
Samples: Securities Purchase Agreement (United States Cellular Corp), Securities Purchase Agreement (Telephone & Data Systems Inc /De/)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an a material inducement to Seller Sellers to enter into this Agreement and to consummate sell the transactions contemplated herebyShares, Buyer hereby represents and warrants to Seller and agrees as followsthat:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Corinthian Colleges Inc), Stock Purchase Agreement (Corinthian Colleges Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to To induce Seller to enter into this Agreement and to consummate convey the transactions contemplated herebyProduction Payment, Buyer hereby represents and warrants to Seller and agrees as followsthat:
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Mercury Montana Inc), Purchase and Sale Agreement (KCS Energy Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller Sellers to enter into this Agreement and to consummate the transactions contemplated herebyContemplated Transactions, Buyer hereby represents and warrants to Seller and agrees Sellers as follows:
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (Acadia Healthcare Company, Inc.), Purchase and Sale Agreement (Hub International LTD)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into this Agreement and to consummate the transactions contemplated contemplate hereby, Buyer hereby represents and warrants to Seller and agrees as follows:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Eaco Corp), Asset Purchase Agreement (Eaco Corp)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller and agrees as follows:: 4.01.
Appears in 2 contracts
Samples: Stock Purchase Agreement (United States Filter Corp), Stock Purchase Agreement (United States Filter Corp)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into this Agreement and to consummate the transactions contemplated hereby, and in consideration of the covenants of Seller contained herein, Buyer hereby represents and warrants to the Seller and agrees as follows:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Flowers Industries Inc /Ga), Stock Purchase Agreement (Keebler Foods Co)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller Sellers to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller and agrees the Sellers that as followsof the date of this Agreement:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Community Care Services Inc), Stock Purchase Agreement (Community Care Services Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement In order to induce Seller to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants makes to Seller the following representations and agrees as followswarranties:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Apricus Biosciences, Inc.), Asset Purchase Agreement (PediatRx Inc.)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an a condition and material inducement to the Seller Parties’ willingness to enter into this Agreement and to consummate the transactions contemplated herebyContemplated Transactions, Buyer hereby represents and warrants to the Seller and agrees Parties as follows:
Appears in 2 contracts
Samples: Stock Purchase Agreement (ProPhase Labs, Inc.), Stock Purchase Agreement (ProPhase Labs, Inc.)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller, and Seller in agreeing to consummate the transactions contemplated by this Agreement has relied upon such representations and agrees as followswarranties, that:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Multi Link Telecommunications Inc), Asset Purchase Agreement (Multi Link Telecommunications Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller the Company and the Sellers to enter into this Agreement and to consummate Agreement, the transactions contemplated hereby, Buyer hereby represents and warrants to Seller and agrees as followsthat:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Honeywell International Inc), Stock Purchase Agreement (Safety Products Holdings, Inc.)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an a material inducement to Seller the Sellers to enter into this Agreement and to consummate the transactions contemplated herebyperform their obligations hereunder, Buyer hereby represents and warrants to Seller and agrees the Sellers as follows:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Ich Corp /De/), Asset Purchase Agreement (Ich Corp /De/)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to To induce the Seller to enter into and perform their obligations under this Agreement and to consummate Agreement, the transactions contemplated hereby, Buyer hereby represents and warrants to the Seller and agrees as follows:
Appears in 2 contracts
Samples: Business Purchase Agreement, Business Purchase Agreement
REPRESENTATIONS AND WARRANTIES OF BUYER. As an a material inducement to Seller to enter into this Agreement and to consummate the transactions contemplated herebyAgreement, Buyer hereby represents and warrants to Seller and agrees the following for their benefit as followsof the date hereof:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Ids Jones Growth Partners 87-a LTD/Co/), Asset Purchase Agreement (Ids Jones Growth Partners 87-a LTD/Co/)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an a material inducement to Seller to enter into this Agreement and to consummate sell the transactions contemplated herebyPurchased Assets, Buyer hereby represents and warrants to Seller and agrees as followsthat:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Corinthian Colleges Inc), Asset Purchase Agreement (Corinthian Colleges Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents makes the following representations and warrants to Seller and agrees as followswarranties:
Appears in 2 contracts
Samples: Membership Purchase Agreement (Charter Communications Holdings Capital Corp), Asset Purchase and Sale Agreement (Scott Cable Communications Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to each Seller to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to each Seller and agrees as follows:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Streamline Com Inc), Asset Purchase Agreement (Peapod Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement In order to induce Seller to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller and agrees as followsthat:
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Reliant Energy Inc), Purchase and Sale Agreement (US Power Generating CO)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an a material inducement to Seller to enter Seller's entering into this Agreement and to consummate the transactions contemplated herebyAgreement, Buyer hereby represents and warrants to Seller and agrees as follows:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Digicorp), Asset Purchase Agreement (Digicorp)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to To induce Seller to enter into this Agreement and the other Transaction Documents and to consummate the transactions contemplated herebyhereby and thereby, Buyer hereby represents and warrants to Seller and agrees as follows:set forth below as of the date hereof.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Twinlab Corp), Asset Purchase Agreement (Twinlab Corp)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement In order to induce Seller to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller and agrees as follows:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Corrections Corporation of America), Stock Purchase Agreement (Corrections Corporation of America)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller Sellers to enter into this Agreement and to consummate the transactions contemplated herebyTransactions, Buyer hereby represents and warrants to Seller and agrees Sellers as followsto the following matters:
Appears in 1 contract
Samples: Asset Purchase Agreement
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement In order to induce Seller to enter into this Agreement and to consummate the transactions contemplated herebyherein, Buyer hereby represents and warrants to Seller and agrees as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into this Agreement and to consummate the transactions contemplated herebyContemplated Transactions, Buyer hereby represents and warrants to Seller and agrees as follows:
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Acadia Healthcare Company, Inc.)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller and Partners to enter into this Agreement and to consummate the transactions contemplated herebyAgreement, Buyer hereby represents and warrants to Seller and agrees Partners as follows:
Appears in 1 contract
Samples: Asset Purchase Agreement (Heidrick & Struggles International Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller the Sellers to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller the Sellers and agrees the Stockholders as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into this Agreement and to consummate the transactions contemplated herebyherein, Buyer hereby represents and warrants to Seller and agrees as follows:follows as of the Closing. (a)
Appears in 1 contract
Samples: Asset Purchase Agreement (Hawaiian Natural Water Co Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an a material inducement to Seller the Sellers to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents makes all of the representations and warrants warranties to Seller and agrees the Sellers as follows:
Appears in 1 contract
Samples: Stock Purchase Agreement (Vistula Communications Services Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement In order to induce the Seller and Seller Owner to enter into and perform this Agreement and to consummate the transactions contemplated herebyContemplated Transactions, Buyer hereby represents and warrants to the Seller and agrees Seller Owner as follows:
Appears in 1 contract
Samples: Asset and Stock Purchase Agreement (CareCloud, Inc.)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller Sellers to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller and agrees Sellers, as follows:
Appears in 1 contract
Samples: Stock Purchase Agreement (United States Lime & Minerals Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an a material inducement to Seller to enter into this Agreement execute and to consummate the transactions contemplated herebyperform its obligations hereunder, Buyer hereby represents and warrants to Seller and agrees as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF BUYER. As an a material inducement to Seller and the Company to enter into this Agreement and to consummate the transactions contemplated herebyAgreement, Buyer hereby represents and warrants to Seller and agrees the Company as followsset forth below:
Appears in 1 contract
Samples: Asset Purchase Agreement (Hanover Capital Mortgage Holdings Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an a material inducement to Seller Sellers to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller the Company and agrees Sellers as follows:
Appears in 1 contract
Samples: Stock Purchase Agreement (Maxum Petroleum Holdings, Inc.)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement In order to Seller induce Sellers to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller and agrees as followsSellers that:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF BUYER. As an a material inducement to Seller to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller and agrees as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer and Medical Resources hereby represents jointly and warrants severally represent and warrant to Seller and agrees agree as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF BUYER. As an a material inducement to Seller to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller and agrees as followsof the date hereof that:
Appears in 1 contract
Samples: Stock Purchase Agreement (Maxum Petroleum Holdings, Inc.)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller Sellers and the Companies to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller Sellers and agrees the Companies as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF BUYER. As an a material inducement to Seller and the Company to enter into this Agreement and to consummate the transactions contemplated herebyAgreement, Buyer hereby represents and warrants to Seller and agrees as followsthe Company that:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller, and acknowledges that Seller and agrees is entering into this Agreement in reliance thereon, as follows:
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Rafael Holdings, Inc.)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to Seller Sellers to enter into this Agreement and to consummate the transactions contemplated hereby, Buyer hereby represents and warrants to Seller and agrees Sellers as follows:
Appears in 1 contract
Samples: Asset Purchase Agreement (Applebees International Inc)
