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 23 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 16 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 the Company and Sellers to enter into this Agreement and to consummate the transactions contemplated herebyhereunder, Buyer hereby represents and warrants to Seller and agrees Sellers, as follows:
Appears in 9 contracts
Samples: Stock Purchase Agreement (Teo Foods Inc), Stock Purchase Agreement (Teo Foods Inc), Stock Purchase Agreement (Critical Homecare Solutions Holdings, 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, Buyer hereby represents and warrants to Seller and agrees as followsfollows as of the date hereof:
Appears in 9 contracts
Samples: Asset Purchase 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 (ITC Holdings Corp.), Asset Purchase Agreement (WPS Resources Corp), Asset Purchase Agreement (Aquila 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 (Jones Cable Income Fund 1-C LTD)
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, Purchase Agreement (Progressive Gaming International Corp), Asset Purchase Agreement (Casual Male Retail Group 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 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), Asset Purchase Agreement (Protocol Communications Inc), Stock Purchase Agreement (Protocol Communications Inc)
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 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 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 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: Letter of Intent (P&f Acquisition Corp), Asset Purchase Agreement (Roller Bearing Co of America Inc), Stock Purchase Agreement (Metro-Goldwyn-Mayer Inc)
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 (Nighthawk Systems Inc), Asset Purchase Agreement (Eagle Broadband 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), Share Purchase Agreement (China INSOnline Corp.)
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: Purchase and Sale Agreement (Arden Realty Inc), Purchase and Sale Agreement (Arden Realty Inc), Purchase and Sale Agreement (Arden Realty 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 represents, warrants, covenants and agrees as follows:
Appears in 4 contracts
Samples: Merger Agreement (Four Oaks Fincorp Inc), Merger Agreement (United Community Banks Inc), Merger Agreement (United Community Banks 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 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: Asset Purchase Agreement (Veriteq), Asset Purchase Agreement (POSITIVEID Corp), Asset Purchase Agreement (Digital Angel Corp)
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: Asset Purchase Agreement (Clarion Technologies Inc/De/), Purchase Agreement (Nutraceutical International Corp), Stock Purchase Agreement (Onesource Information Services 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 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 (Radio One Inc), Asset Purchase Agreement (Amerivision Communications Inc), Stock Purchase Agreement (Cox Radio 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.), Asset Purchase Agreement (Acorn Products Inc), LLC Interest Purchase Agreement (Country Star Restaurants 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.), Asset Purchase Agreement (Matrixx Initiatives Inc), Stock and Asset Purchase Agreement (West Pharmaceutical Services Inc)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an a material inducement to 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 follows:
Appears in 3 contracts
Samples: Stock Purchase Agreement (Extreme Networks Inc), Asset Purchase Agreement (Carnegie International Corp), Asset Purchase Agreement (Carnegie International 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, 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 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), Stock Purchase Agreement (Onepoint Communications Corp /De), Securities Purchase Agreement (Gaylord Container Corp /De/)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an a material inducement to Seller to enter into execute this Agreement and to consummate perform or cause the transactions contemplated herebysame to be performed, Buyer hereby represents and warrants to Seller and agrees as followsthat:
Appears in 3 contracts
Samples: Asset Purchase Agreement (Lamar Advertising Co), Asset Purchase Agreement (Outdoor Systems Inc), Contract to Sell and Purchase (Lamar Advertising Co)
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 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 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 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 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 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 and Recapitalization Agreement (Linc Net Inc), Stock Purchase Agreement (Linc Net Inc), Stock Purchase Agreement (Linc Net 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 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 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 Inc), Stock Purchase Agreement (Universal Outdoor Holdings Inc), Stock Purchase Agreement (Universal Outdoor Inc)
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 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 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 follows:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Cachet Financial Solutions, Inc.), Asset Purchase Agreement (Almost Family Inc)
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 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 To induce 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 2 contracts
Samples: Asset Purchase Agreement (Virtualhealth Technologies Inc.), Asset Purchase Agreement (Lone Star Technologies 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 to, and covenants with, Seller and agrees as follows:
Appears in 2 contracts
Samples: Asset Purchase Agreement (OneTravel Holdings, Inc.), Asset Purchase Agreement (OneTravel Holdings, 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 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 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 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 the Seller to enter into and perform its 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: Asset Purchase Agreement (Misonix Inc), Asset Purchase Agreement (Misonix Inc)
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 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 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 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 (Keebler Foods Co), Stock Purchase Agreement (Flowers Industries Inc /Ga)
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 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 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 (Safety Products Holdings, Inc.), Stock Purchase Agreement (Honeywell 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 (as of the date of this Agreement) and warrants to Seller and agrees as follows:
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Charter Communications Holdings Capital Corp), Purchase and Sale Agreement (Charter Communications Holdings Capital 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 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 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 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 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 makes the following representations and warrants warranties to Seller and agrees as followsSeller:
Appears in 2 contracts
Samples: Asset Purchase Agreement (First Physicians Capital Group, Inc.), Stock Purchase Agreement (First Physicians Capital Group, 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 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 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 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 (Peapod Inc), Asset Purchase Agreement (Streamline Com Inc)
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 the transactions contemplated herebyAgreement, Buyer hereby represents and warrants to to, and agree with, Seller and agrees as follows:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Applied Dna Sciences Inc), Stock Purchase Agreement (Applied Dna Sciences 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 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 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 (US Power Generating CO), Purchase and Sale Agreement (Reliant Energy 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 Agreement (Scott Cable Communications Inc)
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 (Aquila Inc), Asset Purchase Agreement (Empire District Electric Co)
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 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 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 In order to induce Seller to enter into the transaction contemplated by this Agreement and to consummate the transactions contemplated herebyAgreement, 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 to enter into this Agreement and to consummate the transactions contemplated herebyherein, Buyer hereby represents and warrants to Seller that, as of the date of this Agreement and agrees as followsof the Closing:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to cause 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 1 contract
Samples: Branch Office Purchase and Sale Agreement (First Ottawa Bancshares 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 warranties, as follows:
Appears in 1 contract
Samples: Partnership Interest Purchase Agreement (Sand Hills Partners, LLC)
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 1 contract
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 1 contract
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 its obligations hereunder, Buyer hereby represents and warrants to Seller and agrees the Sellers as follows:
Appears in 1 contract
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 to Seller to enter into this Agreement and to consummate the transactions contemplated herebyAgreement, Buyer hereby represents and warrants to Seller Seller, and as to covenants agrees with Seller, as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement In order to induce Seller to enter into this Agreement and to consummate the transactions contemplated herebyAgreement, Buyer hereby represents and warrants to Seller and agrees as follows:
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Samples: Asset Purchase Agreement (Daisytek International Corporation /De/)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to To induce Seller to enter into this Agreement and to consummate sell the transactions contemplated herebyTransferred Assets to Buyer, Buyer hereby represents represents, warrants and warrants covenants to Seller and agrees as follows:
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Samples: Asset Purchase Agreement (Allis Chalmers Energy 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, Buyer hereby represents makes the following representations and warrants warranties to Seller and agrees as followsSeller:
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Samples: Purchase and Sale Agreement (Real Goods Solar, 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 Sellers as follows:
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Samples: Asset Purchase Agreement (Asyst Technologies Inc /Ca/)
REPRESENTATIONS AND WARRANTIES OF BUYER. As an inducement to To induce Seller to enter into this Agreement and to consummate the transactions contemplated herebyprovided for herein, Buyer hereby represents and warrants to Seller and agrees as followsthat:
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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 as follows:
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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:
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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:
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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:
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