Common use of REPRESENTATIONS AND WARRANTIES OF BUYER Clause in Contracts

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both as of the date of this Agreement and as of the date of the Closing, as follows:

Appears in 11 contracts

Samples: Stock Purchase Agreement (Bespoke Tricycles Inc), Stock Purchase Agreement (Dinamo Corp), Stock Purchase Agreement (Language Arts Corp.)

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REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer hereby represents and warrants to the Company and the Seller, both Seller as of the date of this Agreement and as of the date of the Closing, Closing Date as follows:

Appears in 10 contracts

Samples: Asset Purchase Agreement (Icagen, Inc.), Asset Purchase Agreement, Asset Purchase Agreement (Calibrus, Inc.)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer hereby represents and warrants to the Company and the SellerSellers, both as of the date of this Agreement Date, and as of the date of Closing, except as set forth on the ClosingDisclosure Schedules, as follows:

Appears in 9 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (American Virtual Cloud Technologies, Inc.), Asset Purchase Agreement (American Virtual Cloud Technologies, Inc.)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both Seller as of the date of this Agreement and as of the date of the Closing, Closing Date as follows:

Appears in 7 contracts

Samples: Asset Purchase Agreement (E.W. SCRIPPS Co), License Purchase Agreement (Cincinnati Bell Inc), Asset Purchase Agreement

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both Seller as of the date of this Agreement and as of the date of the ClosingClosing Date, as follows:

Appears in 6 contracts

Samples: Asset Purchase Agreement (Fidelity National Information Solutions Inc), Asset Purchase Agreement (Frontiervision Holdings Lp), Asset Purchase Agreement (Fidelity National Financial Inc /De/)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the SellerSeller that, both as of the date of this Agreement and as of the date of the Closing, as followsClosing Date:

Appears in 6 contracts

Samples: Asset Purchase Agreement (Barnes Group Inc), Asset Purchase Agreement (MSC Industrial Direct Co Inc), Securities Purchase Agreement (Uranium Energy Corp)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer hereby represents and warrants to Seller and the Company and the Seller, both as of that on the date of this Agreement hereof and as of the date Closing as though made as of the Closing, Closing as follows:

Appears in 5 contracts

Samples: Share Acquisition Agreement (Growth Stalk Holdings Corp), Share Acquisition Agreement (Growth Stalk Holdings Corp), Share Acquisition Agreement (Growth Stalk Holdings Corp)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Sellereach of Sellers, both as of the date of this Agreement and as of the date of Closing Date, as if such representations and warranties were remade on the ClosingClosing Date, as follows:

Appears in 5 contracts

Samples: Stock Purchase Agreement (Edgar Filingnet Inc), Stock Purchase Agreement (Midwest Merger Management LLC), Stock Purchase Agreement (Certified Services Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the SellerSellers, both as of the date of this Agreement hereof and as of the date of the ClosingClosing Date, as follows:

Appears in 5 contracts

Samples: Share Purchase Agreement (Franklin Towers Enterprises Inc), Stock Purchase Agreement (Star Energy Corp), Stock Purchase Agreement (Sockeye Seafood Group Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer hereby represents and warrants to the Company and the Seller, both Sellers as of the date of this Agreement and as of the date of the Closing, Closing Date as follows:

Appears in 4 contracts

Samples: Stock Purchase Agreement, Stock Purchase Agreement (American Tire Distributors Holdings, Inc.), Stock Exchange Agreement (Fortune Diversified Industries Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer hereby represents and warrants to the Company and the Seller, both Seller that as of the date of this Agreement and as of the date of the Closing, as followsClosing Date:

Appears in 4 contracts

Samples: Asset Purchase Agreement, Asset Purchase and Sale Agreement (Azure Midstream Partners, Lp), Asset Purchase Agreement (TRX Inc/Ga)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both as of the date of this Agreement and as of the date of the Closing, as followsthat:

Appears in 4 contracts

Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Approach Resources Inc), Purchase and Sale Agreement (Magnum Hunter Resources Corp)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both Seller as of the date of this Agreement and as of the date of the Closing, as follows:

Appears in 4 contracts

Samples: Asset Purchase Agreement (Bsquare Corp /Wa), Asset Purchase Agreement (Bsquare Corp /Wa), Asset Purchase Agreement (Bsquare Corp /Wa)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both as of the date of this Agreement hereof and as of the date of the ClosingClosing Date, as follows:

Appears in 4 contracts

Samples: Share Exchange Agreement (SFH I Acquisition Corp), Stock Purchase Agreement (Star Energy Corp), Share Exchange Agreement (SFH I Acquisition Corp)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both as of the date of this Agreement and as of the date of the ClosingClosing Date, as follows:

Appears in 3 contracts

Samples: Share Purchase Agreement (You on Demand Holdings, Inc.), Share Purchase Agreement (Beijing Sun Seven Stars Culture Development LTD), Share Purchase Agreement (You on Demand Holdings, Inc.)

REPRESENTATIONS AND WARRANTIES OF BUYER. The Buyer represents and warrants to the Company Seller and the Seller, both Shareholder effective as of the date of this Agreement and as of the date of the again at Closing, as follows:

Appears in 3 contracts

Samples: Asset Purchase Agreement (Sunbelt Automotive Group Inc), Asset Purchase Agreement (Cross Continent Auto Retailers Inc M&l), Asset Purchase Agreement (Cross Continent Auto Retailers Inc M&l)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the SellerSellers, both as of the date of this Agreement and as of the date of the Closing, as follows:

Appears in 3 contracts

Samples: Stock Purchase Agreement (Liquid Financial Engines, Inc.), Stock Purchase Agreement (We Sell for U Corp.), Stock Purchase Agreement (Lil Marc Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer hereby represents and warrants to the Company and the Seller, both Sellers as of the execution date of this Agreement and as of the date of the Closing, Closing Date as follows:

Appears in 3 contracts

Samples: Membership Interest Purchase Agreement, Membership Interest Purchase Agreement (OVERSTOCK.COM, Inc), Membership Interest Purchase Agreement (OVERSTOCK.COM, Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both as of the date of this Agreement and as of the date of the ClosingClosing Date, as follows:

Appears in 3 contracts

Samples: Share Purchase Agreement (Pingtan Marine Enterprise Ltd.), Share Purchase Agreement (Pingtan Marine Enterprise Ltd.), Stock Purchase Agreement (Internet Initiative Japan Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and --------------------------------------- warrants to the Company and the Seller, both Seller as of the date of this Agreement and as of the date of the Closing, Closing Date as follows:

Appears in 3 contracts

Samples: Purchase and Sale Agreement (Artest Corp), Purchase and Sale Agreement (Artest Corp), Purchase and Sale Agreement (Artest Corp)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer BUYER hereby represents and warrants to the Company and the Seller, both SELLER as of the date of this Agreement and as of the date of the Closing, Closing as follows:

Appears in 3 contracts

Samples: Asset Purchase Agreement (Valiant Health Care, Inc.), Asset Purchase Agreement (Willing Holding, Inc.), Asset Purchase Agreement (U S Plastic Lumber Corp)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer hereby represents and warrants to the Company and the Seller, both as of the date of this Agreement and as of the date of the ClosingClosing Date, as follows:

Appears in 3 contracts

Samples: Asset Purchase Agreement (Potlatch Corp), Asset Purchase Agreement (Mercury Computer Systems Inc), Asset Purchase Agreement (Ainsworth Lumber Co LTD)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer hereby represents and warrants to the Company and the Seller, both Sellers as of the date of this Agreement and as of the date of the Closing, Closing Date as follows:

Appears in 3 contracts

Samples: Unit Purchase Agreement (Scanvec Amiable LTD), Stock Purchase Agreement (Orleans Homebuilders Inc), Purchase Agreement (Orleans Homebuilders Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both as of the date of this Agreement and as of the date of the ClosingClosing Date, as followsthat:

Appears in 2 contracts

Samples: Purchase and Sale Agreement (LSB Industries Inc), Stock Purchase Agreement (UGS PLM Solutions Asia/Pacific INC)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both Sellers as of the date of this Agreement and as of the date of the Closing, Closing Date as follows:. Buyer hereby acknowledges that the Sellers are relying on the following representations and warranties in entering into this Agreement.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Mitcham Industries Inc), Share Exchange Agreement (Composite Technology Corp)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer hereby represents and warrants to the Company and the Seller, both Seller as follows as of the date of this Agreement and as of the date of the Closing, as followsClosing Date:

Appears in 2 contracts

Samples: Stock Purchase Agreement, Stock Purchase Agreement (Armstrong Flooring, Inc.)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the SellerSellers, both as of the date of this Agreement and as of the date of the ClosingClosing Date, as follows:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Orix Corp), Stock Purchase Agreement (Fimi Iv 2007 Ltd.)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the SellerSeller Parties, both as of the date of this Agreement and as of the date of the ClosingClosing Date, as follows:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Advanced BioEnergy, LLC), Asset Purchase Agreement

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents The Buyers and warrants its owners, jointly and severally, represent and warrant to the Company and the SellerSellers follows, both as of the date of this Agreement and as of the date of the Closing, as followsClosing Date:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Kenloc, Inc.), Stock Purchase Agreement (Focus Universal Inc.)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the SellerSellers, both as of the date of this Agreement and as of the date of the ClosingClosing Date, as follows:

Appears in 2 contracts

Samples: Share Purchase Agreement (Spectrum Global Solutions, Inc.), Share Purchase Agreement (Spectrum Global Solutions, Inc.)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both Sellers as of the date of this Agreement and as of the date of the Closing, Closing Date as follows:

Appears in 2 contracts

Samples: Equity Purchase Agreement (Healthstream Inc), Stock Purchase Agreement (Commercial National Financial Corp /Pa)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and represents, warrants to the Company and the Sellerand, both where applicable, covenants with Sellers, as of the date of this Agreement and as of the date of the ClosingClosing Date, as followsthat:

Appears in 2 contracts

Samples: Securities Purchase Agreement (Headwaters Inc), Securities Purchase Agreement (Headwaters Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the SellerSellers that, both as of on the date of this Agreement and as of on the date of the Closing, as followsClosing Date:

Appears in 2 contracts

Samples: Unit Purchase Agreement (Osi Restaurant Partners, Inc.), Stock Purchase Agreement (Outback Steakhouse Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to each of the Company Sellers and the Seller, both Founder Shareholders as of the date of this Agreement hereof and as of the date of the Closing, as followsClosing Date that:

Appears in 2 contracts

Samples: Share Purchase Agreement, Share Purchase Agreement (ZheJiang AoKang Shoes Co., Ltd.)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer hereby represents and warrants to the Company and the Seller, both Seller as of the execution date of this Agreement and as of the date of the Closing, Closing Date as follows:

Appears in 2 contracts

Samples: Asset Purchase Agreement (OVERSTOCK.COM, Inc), Stock Purchase Agreement (OVERSTOCK.COM, Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the SellerSellers, both as of the date of this Agreement and as of the date of the ClosingClosing Date, as follows:

Appears in 2 contracts

Samples: Interest Purchase Agreement (Inergy L P), Interest Purchase Agreement (Star Gas Partners Lp)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both Sellers as of the date of this Agreement Date and as of the date of the Closing, Closing Date as follows:

Appears in 2 contracts

Samples: Unit Purchase Agreement (Invitae Corp), Stock Purchase and Merger Agreement (Invitae Corp)

REPRESENTATIONS AND WARRANTIES OF BUYER. The Buyer hereby represents and warrants to the Company and Seller at the Seller, both as of the date time of this Agreement and as of the date of the Closing, Closing as follows:

Appears in 2 contracts

Samples: Share Exchange Agreement (Future FinTech Group Inc.), Share Exchange Agreement (Future FinTech Group Inc.)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both as of the date of this Agreement and as of the date of Closing Date (as if such representations and warranties were remade on the ClosingClosing Date), as follows:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Russ Berrie & Co Inc), Stock Purchase Agreement (Advanced Communications Group Inc/De/)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer hereby represents and warrants to the Company and the SellerSellers, both as of the date of this Agreement and as of the date of the Closing, as follows:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Sprint Corp), Stock Purchase Agreement (R H Donnelley Corp)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer hereby represents and warrants to the Company and the Seller, both Sellers as of the date of this Agreement and as of the date of the Closing, Closing Date as follows:

Appears in 2 contracts

Samples: Purchase Agreement (Huron Consulting Group Inc.), Asset Purchase Agreement (Talbots Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer hereby represents and warrants to the Company and the Seller, both Seller as of the date of this Agreement Date and as of the date of the ClosingClosing Date, as follows:

Appears in 2 contracts

Samples: Share Purchase Agreement (Sigma Designs Inc), Share Purchase Agreement (Exar Corp)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer hereby represents and warrants to the Company Sellers and the Seller, both Contributee as of the date of this Agreement and again as of the date of the Closing, Closing Date as follows:

Appears in 2 contracts

Samples: Purchase and Contribution Agreement, Purchase and Contribution Agreement (Sentinel Energy Services Inc.)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both as of the date of this Agreement and as of the date of the Closing, as follows:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Tabula Rasa HealthCare, Inc.), Stock Purchase Agreement (Heafner Tire Group Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both Seller that as of the date of this Agreement and as of the Closing Date (as though made then and as though the Closing Date were substituted for the date of the Closing, as follows:this Agreement):

Appears in 2 contracts

Samples: Stock Purchase Agreement (Carriage Services Inc), Stock Purchase Agreement (Irvine Sensors Corp/De/)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Selleras follows, both as of the date of this Agreement hereof and as of the date of the Closing, as followsto and for the benefit of the Company and the Partners:

Appears in 2 contracts

Samples: Stock and Partnership Interest Purchase Agreement, Stock and Partnership Interest Purchase Agreement (NightHawk Radiology Holdings Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents makes the following representations and warrants to the Company and the Seller, both warranties as of the date of this Agreement and and, again, as of the date of the Closing, as followsClosing Date:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Air Methods Corp), Stock Purchase Agreement (Air Methods Corp)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company Seller and the SellerParent, both as of the date of this Agreement and as of the date of the ClosingClosing Date, as follows:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Integra Lifesciences Holdings Corp), Asset Purchase Agreement (NMT Medical Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both as of the date of this Agreement and again as of the date of Closing Date, the Closing, as followsfollowing:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Challenger Powerboats, Inc.), Asset Purchase Agreement (Execute Sports Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both Seller that as of the date of this Agreement and as of the date of the Closing, as followsClosing Date:

Appears in 2 contracts

Samples: Purchase Agreement, Purchase and Sale Agreement (Golden Energy Marine Corp.)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both as of the date of this Agreement and as of the date of Closing Date (as if such representations and warranties are remade on the ClosingClosing Date), as follows:

Appears in 2 contracts

Samples: Stock Purchase Agreement (Health Power Inc /De/), Asset Purchase Agreement (Health Power Inc /De/)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer hereby represents and warrants to the Company and the Seller, both Seller as of the date of this Agreement and as of the date of the Closing, Closing Date as follows:

Appears in 2 contracts

Samples: Asset Purchase Agreement (Ibf Vi Guaranteed Income Fund), Asset Purchase Agreement (Netguru Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company Seller and the SellerSeller Subsidiary, both as of the date of this Agreement and as of the date of the ClosingClosing Date, as follows:

Appears in 2 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement (Helios & Matheson Analytics Inc.)

REPRESENTATIONS AND WARRANTIES OF BUYER. Each Buyer represents and warrants to the Company and the Seller, both as of the date of this Agreement and as of the date of the Closing, as follows:

Appears in 1 contract

Samples: Stock Purchase Agreement (mBeach Software, Inc.)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer hereby represents and warrants to the Company Shareholder and the Seller, both Seller as of the date of this Agreement and as of the date of the Closing, Closing Date as follows:

Appears in 1 contract

Samples: Asset Purchase Agreement (Jpe Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both as of the date of this Agreement hereof and as of the date of Closing and except as otherwise provided in the Closing, Additional Purchase Obligation Agreement as follows:

Appears in 1 contract

Samples: Share Purchase Agreement (Quicklogic Corporation)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both as to itself and any Affiliated designee of Buyer, that as of the date of this Agreement and as of the date of the Closing, as followsClosing Date:

Appears in 1 contract

Samples: Master Purchase Agreement (Visteon Corp)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer hereby represents and warrants to the Company Shareholders and the Seller, both Seller as of the date of this Agreement and as of the date of the Closing, Closing Date as follows:: Exhibit 10.3 (cont.)

Appears in 1 contract

Samples: Asset Purchase Agreement (Judge Group Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company Seller and the SellerCompany, both as follows, as of the date of this Agreement and as of the date of the Closing, as follows:

Appears in 1 contract

Samples: Stock Purchase Agreement (Leggett & Platt Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both as As of the date of this Agreement and as of the date of the ClosingClosing Date, Buyer represents and warrants to Seller as follows:

Appears in 1 contract

Samples: Stock and Warrant Purchase Agreement (Ridgewood Power Growth Fund /Nj)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer BUYER represents and warrants to the Company and the SellerSelling Shareholders, both as of the date of this Agreement hereof and as of the date of the Closing, as follows:

Appears in 1 contract

Samples: Stock Purchase and Sale Agreement (Alternative Resources Corp)

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REPRESENTATIONS AND WARRANTIES OF BUYER. The Buyer represents and warrants to the Company and the SellerCompany, both as of the date of this Agreement and as of the date of the Closing, as follows:

Appears in 1 contract

Samples: Membership Unit Purchase Agreement (Nelnet Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer hereby represents and warrants to the Company and the SellerParent, both as of the date of this Agreement and as of the date of the ClosingClosing Date, as follows:

Appears in 1 contract

Samples: Purchase Agreement (General Motors Co)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer hereby represents and warrants to the Company and the SellerShareholder, both as of the date of this Agreement and as of the date of the ClosingClosing Date, as follows:

Appears in 1 contract

Samples: Share and Asset Purchase Agreement (Pierre Foods Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. The Buyer hereby represents and warrants to the Company Owners and the Seller, both as of the date of this Original Agreement Date and as of the date of the Closing, as follows:

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Avalon GloboCare Corp.)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Sellerwarrants, both as of the date of this Agreement Agreement, to Seller and as of the date of the Closing, Company as follows:

Appears in 1 contract

Samples: Stock Purchase Agreement (B&g Foods Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and each of the SellerSellers, both as of the date of this Agreement and as of the date of the ClosingClosing Date, as follows:

Appears in 1 contract

Samples: Stock Purchase Agreement (Canandaigua LTD)

REPRESENTATIONS AND WARRANTIES OF BUYER. The Buyer hereby represents and warrants to the Company and Sellers at the Seller, both as of the date time of this Agreement and as of the date of the Closing, Closing as follows:

Appears in 1 contract

Samples: Share Exchange Agreement (Fuse Group Holding Inc.)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents makes the following representations and warrants warranties to the Company and the Seller, both Sellers as of the date of this Agreement and as of the date of the Closing, as followsClosing Date:

Appears in 1 contract

Samples: Membership Interests Purchase Agreement (Affinion Group, Inc.)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both as of the date of this Agreement and as of the date of the ClosingClosing Date, as follows:

Appears in 1 contract

Samples: Purchase Agreement (Insignia Financial Group Inc /De/)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both Seller as of the date of this Agreement and as of the date of the Closing, as followsClosing Date:

Appears in 1 contract

Samples: Asset Purchase Agreement (Aclaris Therapeutics, Inc.)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer hereby represents and warrants to the Company and the Seller, both at and as of the date of this Agreement and at and as of the date of the Closing, as follows:

Appears in 1 contract

Samples: Securities Purchase Agreement (B. Riley Financial, Inc.)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the SellerSeller that, both as of the date of this Agreement and as of the date of the Closing, as followsClosing Date:

Appears in 1 contract

Samples: Equity Interest Purchase Agreement (Worthington Industries Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. The Buyer represents and warrants to the Company and the Seller, both Seller as of the date of this Agreement and as of the date of the Closing, as followsClosing Date that:

Appears in 1 contract

Samples: Membership Interest Purchase Agreement (Jerrick Media Holdings, Inc.)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents BUYER makes the following representations and warrants warranties to the Company and the Seller, both SELLER as of the date of this Agreement and as of the date of the Closing, as followsClosing Date:

Appears in 1 contract

Samples: Acquisition Agreement (First Bancshares Inc /MS/)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both as of the date of execution of this Agreement and as of the date of the ClosingClosing Date, as follows:

Appears in 1 contract

Samples: Asset Purchase Agreement (Chattem Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the SellerSellers, both as of the date of this Agreement hereof and as of the date of the ClosingClosing Date, as follows:: Section

Appears in 1 contract

Samples: Share Purchase Agreement (Arcutis Biotherapeutics, Inc.)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both as of the date of this Agreement and as of the date of the Closing, closing of the transactions contemplated by the Purchase Agreement as follows:

Appears in 1 contract

Samples: Interim Operating Agreement (Penn Octane Corp)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer hereby represents and warrants to the Company and the Sellerwarrants, both as of the date of this Agreement and as of the date of the ClosingClosing Date, as follows:

Appears in 1 contract

Samples: Asset Transfer Agreement (Mothers Work Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents makes the following representations and warrants warranties to the Company and the Seller, both Seller Parties as of at the date of this Agreement and as of at the date of the Closing, as followsClosing Date:

Appears in 1 contract

Samples: Equity Purchase Agreement (Athenex, Inc.)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Sellereach of Sellers, both as of the date of this Agreement and as of the date of Closing Date ( as if such representations and warranties were remade on the ClosingClosing Date), as follows:

Appears in 1 contract

Samples: Stock Purchase Agreement (Cheshire Distributors Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer jointly and severally represents and warrants to the Company and the Seller, both as of the date of this Agreement and as of the date of the Closing, as follows:

Appears in 1 contract

Samples: Stock Purchase Agreement (Buckeye Oil & Gas, Inc.)

REPRESENTATIONS AND WARRANTIES OF BUYER. As a material inducement to the Seller and the Company to enter into and perform their respective obligations under this Agreement, Buyer hereby represents and warrants to the Company Seller and the SellerCompany, both as of the date of this Agreement hereof and as of the date of the Closing, as followsthat:

Appears in 1 contract

Samples: Stock Purchase Agreement (Ichor Holdings, Ltd.)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer hereby represents and warrants to the Company and the Seller, both Stockholders as follows as of the date of this Agreement and as of the date of the Closing, as followsClosing Date:

Appears in 1 contract

Samples: Stock Purchase Agreement (Augme Technologies, Inc.)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both as As of the date of this Agreement and as of on the date of the Closing Date immediately before Closing, as followsBuyer represents and warrants to Sellers the following:

Appears in 1 contract

Samples: Asset Purchase Agreement (Wolverine World Wide Inc /De/)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both Stockholder as of the date of this Agreement hereof and as of the date of the Closing, Closing as follows:

Appears in 1 contract

Samples: Asset Purchase Agreement (General Automation Inc/Il)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both Seller as of the date of this Agreement and as of the date of the Closing, as follows:Closing Date that: Section

Appears in 1 contract

Samples: Securities Purchase Agreement (Centerpoint Energy Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both as As of the date of this Agreement and as of the date of the ClosingClosing Date, Buyer represents and warrants to Sellers as follows:

Appears in 1 contract

Samples: Stock Purchase Agreement (Waterford Wedgwood PLC)

REPRESENTATIONS AND WARRANTIES OF BUYER. The Buyer hereby represents and warrants to the Company and the Seller, both Seller as of the date of this Agreement and as of the date of the Closing, Closing as follows:

Appears in 1 contract

Samples: Stock Purchase Agreement (Standard Management Corp)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer hereby represents and warrants to Sellers and the Company and the Seller, both as follows as of the date of this Agreement and as of the date of the Closing, as followsClosing Date:

Appears in 1 contract

Samples: Stock Purchase Agreement (World Health Alternatives Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company Sellers and the Seller, both Equity Holder as of the date of this Agreement and as of the date of the Closing, Closing Date as follows:

Appears in 1 contract

Samples: Asset Purchase Agreement (Freds Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company Shareholders and the SellerCompany, both as of the date of this Agreement hereof and as of the date of the ClosingClosing Date, as follows:

Appears in 1 contract

Samples: Stock Purchase Agreement (Railamerica Inc /De)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company Sellers the following, each of which will be true and the Seller, both accurate on and as of the date of this Agreement and on and as of the date of the Closing, as followsClosing Date:

Appears in 1 contract

Samples: Stock Purchase Agreement (Orbit Fr Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. The Buyer represents and warrants to the Company and the Seller, both Seller as of follows on the date of this Agreement and as of the date of the Closing, as followsClosing Date:

Appears in 1 contract

Samples: Asset Purchase Agreement (PureBase Corp)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to Sellers and the Company and the Seller, both as of the date of this Agreement and as of the date of Closing Date (as if such representations and warranties were made on the Closing, Closing Date) as follows:

Appears in 1 contract

Samples: Stock Purchase Agreement (Neoprobe Corp)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both Seller that as of the date of this Agreement and as of the date of the Closing, as followsClosing Date:

Appears in 1 contract

Samples: Asset Purchase Agreement (Telkonet Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company Seller and the SellerShareholders, both as of the date of this Agreement and as of the date of the Closing, as followsClosing that:

Appears in 1 contract

Samples: Asset Purchase Agreement (Barringer Laboratories Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Seller, both each Shareholder as of the date of this Agreement hereof and as of the date of the Closing, Closing as follows:

Appears in 1 contract

Samples: Stock Purchase Agreement (General Automation Inc/Il)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents makes the following representations and warrants warranties to the Company and the Seller, both Sellers as of the date of this Agreement and as of the date of the Closing, as followsClosing Date:

Appears in 1 contract

Samples: Stock Purchase Agreement (Newcor Inc)

REPRESENTATIONS AND WARRANTIES OF BUYER. Buyer represents and warrants to the Company and the Selleras follows, both as of the date of this Agreement and as of the date of the Closing, as followsClosing Date:

Appears in 1 contract

Samples: Purchase Agreement (Allscripts Healthcare Solutions, Inc.)

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