Representations and Warranties of Parent and Merger Sub True at Effective Date. The representations and warranties of Parent and Merger Sub herein contained shall be, in all material respects, true as of the date of this Agreement and at the Effective Date with the same effect as though made at such date, except as affected by transactions permitted or contemplated by this Agreement; Parent and Merger Sub shall have performed all obligations and complied with all covenants and agreements required by this Agreement to be performed or complied with, in all material respects, by them before the Effective Date; and Parent and Merger Sub shall have delivered to GSE a certificate, dated the Effective Date and signed by their respective chief executive and chief financial officers, and by their respective corporate secretaries to both such effects.
