REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer as of the date hereof and as of the Closing Date that:
Appears in 30 contracts
Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Penn Virginia Corp), Purchase and Sale Agreement (Penn Virginia Corp)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer Purchaser, both as of the date hereof and as of the Closing Date that(except for representations and warranties that are made as of a specified date), as follows, except as set forth in the Seller Disclosure Schedule:
Appears in 30 contracts
Samples: Purchase and Assumption Agreement (Pathfinder Bancorp, Inc.), Purchase and Assumption Agreement (Summit Financial Group, Inc.), Purchase and Assumption Agreement (MVB Financial Corp)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer Purchaser as follows that, as of the date hereof Effective Date and as of the Closing Date thatClosing:
Appears in 22 contracts
Samples: Patent Purchase Agreement (NeuroMind AI Corp.), Patent Purchase Agreement (Bioadaptives, Inc.), Patent Purchase Agreement
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer Buyer, as of the date hereof of this Agreement and as of the Closing Date thatClosing, as follows:
Appears in 19 contracts
Samples: Reorganization Agreement (Charter Communications Inc /Mo/), Asset Purchase Agreement (Mediacom Communications Corp), Asset Purchase Agreement (Ids Jones Growth Partners 89-B LTD)
REPRESENTATIONS AND WARRANTIES OF SELLER. The Seller hereby represents and warrants to the Buyer as of on the date hereof and as of the Closing Date thatas follows:
Appears in 18 contracts
Samples: Share Purchase Agreement (DryShips Inc.), Share Purchase Agreement (DryShips Inc.), Share Purchase Agreement (DryShips Inc.)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer Purchaser on and as of the date hereof and as of the Closing Date thatas follows:
Appears in 15 contracts
Samples: Purchase and Sale Agreement (American Income Partners Iii-a Limited Partnership), Purchase and Sale Agreement (American Income Partners Iii-D Limited Partnership), Purchase and Sale Agreement (American Income Partners Iii-B Limited Partnership)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer as of the date hereof and as of the Closing Date thatas follows:
Appears in 13 contracts
Samples: Share Purchase Agreement (Ramguard LLC), Share Purchase Agreement (Zugel Christian), Share Purchase Agreement (Zugel Christian)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer Purchaser as of the date hereof and as of the Closing Date thatas follows:
Appears in 12 contracts
Samples: Stock Purchase Agreement (American Greetings Corp), Call Option Agreement (D. E. Shaw Laminar Emerging Markets, L.L.C.), Purchase and Sale Agreement (Samuels Jewelers Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer as of the date hereof and Purchaser as of the Closing Date thatas follows:
Appears in 11 contracts
Samples: Stock Purchase Agreement (Dean Health Systems Inc), Stock Purchase Agreement (Dean Health Systems Inc), Stock Purchase Agreement (Dean Health Systems Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer as of the date hereof and as of the Closing Date thatas follows:
Appears in 11 contracts
Samples: Stock Purchase Agreement (BIMI International Medical Inc.), Stock Purchase Agreement (BOQI International Medical, Inc.), Stock Purchase Agreement (Global Indemnity PLC)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer Buyer, as of the date hereof and as of the Closing Date thatDate, as follows:
Appears in 11 contracts
Samples: Asset Purchase Agreement (Vistra Energy Corp), Membership Interests Purchase Agreement (Arc Logistics Partners LP), Membership Interests Purchase Agreement (CorEnergy Infrastructure Trust, Inc.)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer as of the date hereof and as of the Closing Date thatas follows:
Appears in 9 contracts
Samples: Asset Purchase Agreement (Cross Country Healthcare Inc), Purchase and Sale Agreement, Purchase and Sale Agreement (Williams Coal Seam Gas Royalty Trust)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer Purchaser, as of the date hereof and as of the Closing Date thatDate, as follows:
Appears in 8 contracts
Samples: Asset Purchase Agreement (Assertio Therapeutics, Inc), Asset Purchase Agreement (Collegium Pharmaceutical, Inc), Asset Purchase Agreement (Assertio Therapeutics, Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer the Company, as of the date hereof and as of the Closing Date thatDate, as follows:
Appears in 8 contracts
Samples: Share Purchase Agreement (Equitrans Midstream Corp), Share Purchase Agreement (Equitrans Midstream Corp), Share Purchase Agreement (Equitrans Midstream Corp)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer that as of the date hereof and as of the Closing Date thatClosing:
Appears in 7 contracts
Samples: Asset Purchase Agreement (Corporate Resource Services, Inc.), Asset Purchase Agreement (Corporate Resource Services, Inc.), Asset Purchase Agreement (Corporate Resource Services, Inc.)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer as As of the date hereof and as of the Closing Date that(except to the extent any of the following speaks as of a specific date, such as the date hereof), Seller represents and warrants to Buyer the following:
Appears in 7 contracts
Samples: Debt and Equity Purchase Agreement (Medcath Corp), Debt and Equity Purchase Agreement (Medcath Corp), Asset Purchase Agreement (Medcath Corp)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer as of the date hereof and as of the Closing Date thatas follows:
Appears in 7 contracts
Samples: Purchase and Sale Agreement (Pennsylvania Real Estate Investment Trust), Agreement of Purchase and Sale (Pennsylvania Real Estate Investment Trust), Agreement of Purchase and Sale (Pennsylvania Real Estate Investment Trust)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer as of the date hereof and as of the Closing Date thatas follows:
Appears in 7 contracts
Samples: Purchase and Sale Agreement (Terawulf Inc.), Asset Purchase Agreement (Tonix Pharmaceuticals Holding Corp.), Equity Purchase Agreement (MYnd Analytics, Inc.)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer as of the date hereof and as of the Closing Date thatas follows:
Appears in 7 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Atp Oil & Gas Corp), Transfer of Membership Interests (American Realty Capital Trust, Inc.)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer Purchaser, as of the date hereof Effective Date and as of the Closing Date thatDate, as follows:
Appears in 7 contracts
Samples: Purchase and Sale Agreement (United States Steel Corp), Asset Purchase Agreement (GenOn Energy, Inc.), Equity Purchase Agreement (Polyone Corp)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer Purchaser as of the date hereof and as of the Closing Date thatas follows:
Appears in 7 contracts
Samples: Intellectual Property Purchase Agreement (Phibro Animal Health Corp), Asset Purchase Agreement (Sysorex Global Holdings Corp.), Asset Purchase Agreement (Senetek PLC /Eng/)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer Purchaser, which representations and warranties will be deemed made by Seller to Purchaser as of the date hereof Effective Date and also as of the Closing Date Date, that:
Appears in 6 contracts
Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Steadfast Apartment REIT, Inc.), Purchase and Sale Agreement (Steadfast Apartment REIT, Inc.)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents represents, warrants and warrants covenants to Buyer as of the date hereof and as of the Closing Date thatas follows:
Appears in 6 contracts
Samples: Asset Purchase Agreement (Action Fashions, Ltd.), Asset Purchase Agreement (Action Fashions, Ltd.), Asset Purchase Agreement (Action Fashions, Ltd.)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer and OLLC that as of the date hereof and as of on the Closing Date thatDate:
Appears in 6 contracts
Samples: Purchase, Sale and Contribution Agreement, Purchase, Sale and Contribution Agreement, Purchase, Sale and Contribution Agreement (Golar LNG LTD)
REPRESENTATIONS AND WARRANTIES OF SELLER. The Seller represents and warrants to Buyer the Purchaser as of the date hereof and as of the Closing on the Closing Date that:
Appears in 6 contracts
Samples: Asset Purchase Agreement (Platina Energy Group Inc.), Assets Purchase Agreement (Acadia National Health Systems Inc), Asset Purchase Agreement (Acadia National Health Systems Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer the following as of the date hereof and as of the Closing Date thatDate:
Appears in 5 contracts
Samples: Used Pw6122a Five Engine Purchase Agreement, Used Pw6122a Five Engine Purchase Agreement (Lan Airlines SA), Real Estate Purchase Contract (Gold Banc Corp Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Except as set forth on the Disclosure Schedules, Seller hereby represents and warrants to Buyer as of the date hereof and as of the Closing Date thatas follows:
Appears in 5 contracts
Samples: Share Purchase Agreement (Revelyst, Inc.), Share Purchase Agreement (Outdoor Products Spinco Inc.), Share Purchase Agreement (Outdoor Products Spinco Inc.)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer Purchaser as of the date hereof of this Agreement and as of the Closing Date thatas follows:
Appears in 5 contracts
Samples: Asset Purchase Agreement (Western Power & Equipment Corp), Merger Agreement (Western Power & Equipment Corp), Stock Purchase Agreement (Trendwest Resorts Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer as of Purchaser on the date hereof and as of on the Closing Date thatas follows:
Appears in 5 contracts
Samples: Stock Purchase Agreement (International Rectifier Corp /De/), Stock Purchase Agreement (International Rectifier Corp /De/), Share Purchase Agreement (International Rectifier Corp /De/)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer as of Purchaser that on the date hereof and as of on each day thereafter to the Closing Date thatDate:
Appears in 5 contracts
Samples: Asset Purchase Agreement (Masada Security Holdings Inc), Asset Purchase Agreement (Masada Security Holdings Inc), Asset Purchase Agreement (Masada Security Holdings Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer as of the date hereof and Purchaser as of the Closing Date thatas follows:
Appears in 5 contracts
Samples: Asset Purchase Agreement (Sphere 3D Corp), Asset Purchase Agreement (P&f Industries Inc), Asset Purchase Agreement (Mestek Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer Purchaser as of this date and as of the date hereof and as of the Closing Date thatClosing:
Appears in 5 contracts
Samples: Real Estate Purchase and Sale Agreement, Real Estate Purchase and Sale Agreement (Plum Creek Timber Co Inc), Real Estate Purchase and Sale Agreement (Plum Creek Timber Co Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer as of the date hereof of this Agreement and as of the Closing Date thatDate, as follows:
Appears in 4 contracts
Samples: Asset Purchase Agreement (Avalo Therapeutics, Inc.), Asset Purchase Agreement (Bioblast Pharma Ltd.), Asset Purchase Agreement (Seelos Therapeutics, Inc.)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer Buyer, as of the date hereof Effective Date and as of the Closing Date thatDate, as follows:
Appears in 4 contracts
Samples: Asset Purchase Agreement (Bluebird Bio, Inc.), Asset Purchase Agreement (Argenx Se), Asset Purchase Agreement (Marinus Pharmaceuticals, Inc.)
REPRESENTATIONS AND WARRANTIES OF SELLER. Except as set forth in the Disclosure Schedule, Seller represents and warrants to Buyer Buyer, as of the date hereof and as of the Closing Date Closing, that:
Appears in 4 contracts
Samples: Asset and Stock Purchase Agreement, Asset and Stock Purchase Agreement (Texas Instruments Inc), Asset and Stock Purchase Agreement (Sensata Technologies Holland, B.V.)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer as of the date hereof and warrants, as of the Closing Date Date, to Buyer, that:
Appears in 4 contracts
Samples: Securities Purchase Agreement (Coliseum Capital Management, LLC), Securities Purchase Agreement (Coliseum Capital Management, LLC), Securities Purchase Agreement (Coliseum Capital Management, LLC)
REPRESENTATIONS AND WARRANTIES OF SELLER. As of the date hereof, Seller represents and warrants to Buyer as of the date hereof and as of the Closing Date that:
Appears in 4 contracts
Samples: Asset Purchase Agreement (Paracelsus Healthcare Corp), Asset Purchase Agreement (Paracelsus Healthcare Corp), Stock Purchase Agreement (Paracelsus Healthcare Corp)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer as of the date hereof and as of the Closing Date that:
Appears in 4 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (American Cellular Corp /De/), Asset Purchase Agreement (American Cellular Corp /De/)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer as of the date hereof Effective Date and as of the Closing Date thatas follows:
Appears in 4 contracts
Samples: Purchase and Sale Agreement (Sentio Healthcare Properties Inc), Purchase and Sale Agreement (Sentio Healthcare Properties Inc), Purchase and Sale Agreement (Sentio Healthcare Properties Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. As of the Closing Date, Seller represents and warrants to Buyer as of the date hereof and as of the Closing Date thatfollows:
Appears in 4 contracts
Samples: Asset Purchase Agreement (Conformis Inc), Purchase and Sale Agreement (Omega Protein Corp), Asset Purchase Agreement (Rainmaker Systems Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. As of each of the Effective Date and Closing Date, Seller hereby represents and warrants to Buyer as of the date hereof and as of the Closing Date thatfollows:
Appears in 4 contracts
Samples: Asset Purchase Agreement (Elite Pharmaceuticals Inc /Nv/), Asset Purchase Agreement (Elite Pharmaceuticals Inc /Nv/), Asset Purchase Agreement (Elite Pharmaceuticals Inc /Nv/)
REPRESENTATIONS AND WARRANTIES OF SELLER. As of the date hereof, Seller represents and warrants to Buyer Purchaser as of the date hereof and as of the Closing Date thatfollows:
Appears in 4 contracts
Samples: Sale Agreement (Juhl Wind, Inc), Sale Agreement (Juhl Wind, Inc), Purchase Agreement (Palmone Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer as of the date hereof and as of the Closing Date thatDate, as follows:
Appears in 4 contracts
Samples: Transaction Agreement (Hennessy Advisors Inc), Purchase and Sale Agreement (Reef Oil & Gas Income & Development Fund III LP), Asset Purchase Agreement (GlobalOptions Group, Inc.)
REPRESENTATIONS AND WARRANTIES OF SELLER. Except as Previously Disclosed, Seller represents and warrants to Buyer Purchaser, as of the date hereof and as of the Closing Date that(or as of such other date as may be expressly provided in any representation or warranty), as follows:
Appears in 4 contracts
Samples: Purchase and Assumption Agreement (Pacwest Bancorp), Purchase and Assumption Agreement (Flagstar Bancorp Inc), Purchase and Assumption Agreement (Flagstar Bancorp Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer as of the date hereof and as of the Closing Effective Date thatas follows:
Appears in 4 contracts
Samples: Share Purchase Agreement (RE/MAX Holdings, Inc.), Asset Purchase Agreement (RE/MAX Holdings, Inc.), Equity Purchase Agreement (RE/MAX Holdings, Inc.)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer as of the date hereof of this Agreement and as of the Closing Date thatDate, as follows:
Appears in 4 contracts
Samples: Asset Purchase Agreement (Bsquare Corp /Wa), Asset Purchase Agreement (Frontiervision Holdings Lp), Asset Purchase Agreement (Mediacom LLC)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer as of the date hereof and Execution Date as of the Closing Date thatfollows:
Appears in 3 contracts
Samples: Membership Interest Purchase Agreement (Sunoco Logistics Partners L.P.), Membership Interest Purchase Agreement (Energy Transfer Partners, L.P.), Membership Interest Purchase Agreement (Enbridge Energy Partners Lp)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer Buyer, as of the date hereof of this Agreement and as of the Closing Date thatDate, as follows:
Appears in 3 contracts
Samples: Franchise Asset Purchase Agreement, Franchise Asset Purchase Agreement, Franchise Asset Purchase Agreement
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants warrants, to Buyer and for the benefit of Purchaser and the other Purchaser Indemnitees, as follows, as of the date hereof and as of the Closing Date thatDate:
Appears in 3 contracts
Samples: Stock Purchase Agreement (Genius Group LTD), Stock Purchase Agreement (Genius Group LTD), Membership Interest Purchase Agreement (American Public Education Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to each Buyer as of the date hereof and as of the Closing Date that:
Appears in 3 contracts
Samples: Subscription Agreement (Lee Thomas H Equity Fund Iii L P), Subscription Agreement (Apollo Investment Fund Iii Lp), Subscription Agreement (Decisionone Holdings Corp)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer that, as of the date hereof of this Agreement and as of the Closing Date thatDate:
Appears in 3 contracts
Samples: Securities Purchase Agreement (Uranium Energy Corp), Purchase and Sale Agreement (Compurad Inc), Purchase and Sale Agreement (Poore Brothers Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer Buyer, as of the date hereof of this Agreement and as of the Closing Date thatDate, as follows:
Appears in 3 contracts
Samples: Warrant Purchase Agreement (Premier Biomedical Inc), Asset Purchase Agreement (Potlatch Corp), Asset Purchase Agreement (Ainsworth Lumber Co LTD)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer Purchaser, as of the date hereof of this Agreement and as of the Closing Date that(as if such representations and warranties were remade on the Closing Date), as follows:
Appears in 3 contracts
Samples: Interest Purchase Agreement (Allegro Biodiesel Corp), Asset Purchase Agreement (M Wave Inc), Asset Purchase Agreement (M Wave Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer Buyer, as of the date hereof and as of the Closing Date thatDate, as set forth below:
Appears in 3 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Epazz Inc), Asset Purchase Agreement (Epazz Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer as of the date hereof and as of that on the Closing Date thatDate:
Appears in 3 contracts
Samples: Intellectual Property and Technology Purchase Agreement, Intellectual Property and Technology Purchase Agreement (Win Gaming Media, Inc.), Intellectual Property and Technology Purchase Agreement (Win Gaming Media, Inc.)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer Buyers as follows, as of the date hereof and as of the Closing Date that:
Appears in 3 contracts
Samples: Purchase Agreement, Purchase Agreement (Helu Carlos Slim), Purchase Agreement (At&t Inc.)
REPRESENTATIONS AND WARRANTIES OF SELLER. The Seller hereby represents and warrants to the Buyer as of the date hereof Effective Date and as of the Closing Date thatas follows:
Appears in 3 contracts
Samples: Purchase and Sale Agreement (Cornerstone Growth & Income REIT, Inc.), Purchase and Sale Agreement (Cornerstone Growth & Income REIT, Inc.), Purchase and Sale Agreement (Cornerstone Growth & Income REIT, Inc.)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer as As of the date hereof and as of the Closing Date thatDate, Seller hereby represents and warrants to Buyer as follows:
Appears in 3 contracts
Samples: Purchase and Sale Agreement (Pinnacle Gas Resources, Inc.), Asset Purchase Agreement (Printonthenet Com Inc), Asset Purchase Agreement (Printonthenet Com Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer that as of the date hereof and as of the Closing Date thathereof:
Appears in 3 contracts
Samples: Stock Purchase Agreement, Stock Purchase Agreement (Compass Diversified Holdings), Stock Purchase Agreement (Martin Marietta Materials Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer Purchaser as follows as of the date hereof and as of the Closing Date thatExecution Date:
Appears in 3 contracts
Samples: Purchase and Sale Agreement (8point3 Energy Partners LP), Purchase and Sale Agreement (8point3 Energy Partners LP), Contribution Agreement (8point3 Energy Partners LP)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer the following as of the date hereof Execution Date and, if the Closing occurs, will be deemed to have represented and warranted to Buyer the following as of the Closing Date thatonly:
Appears in 3 contracts
Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Atlas Energy Resources, LLC), Purchase and Sale Agreement (Atlas Energy, Inc.)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer as follows as of the date hereof and as of the Closing Date thathereof:
Appears in 3 contracts
Samples: Acquisition Agreement (Taubman Centers Inc), Asset Purchase and Sale Agreement (Sourcecorp Inc), Asset Purchase Agreement (Iron Mountain Inc /De)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer Buyer, as of the date hereof of this Agreement and as of the Closing Date thatDate, unless another date is specifically mentioned below, as follows:
Appears in 3 contracts
Samples: Purchase and Assumption Agreement (Harrington Financial Group Inc), Purchase and Assumption Agreement (Harrington Financial Group Inc), Purchase and Assumption Agreement (Harrington West Financial Group Inc/Ca)
REPRESENTATIONS AND WARRANTIES OF SELLER. The Seller represents and warrants to Buyer and for the benefit of Purchaser as follows as of the date hereof and as of the Closing Date thatDate:
Appears in 3 contracts
Samples: Asset Acquisition Agreement, Asset Acquisition Agreement (Icon Vapor, Inc.), Equipment Purchase Agreement (Amarok Resources, Inc.)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer as of the date hereof and as of the Closing Date thatas follows:
Appears in 3 contracts
Samples: Share Purchase Agreement (PTC Inc.), Purchase Agreement (NewStar Financial, Inc.), Purchase Agreement (Fifth Street Asset Management Inc.)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer as of the date hereof and as of the Closing Date that:
Appears in 3 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (Huron Consulting Group Inc.), Purchase Agreement (Cmgi Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer Purchaser as of the date hereof and as of the Closing Date that:
Appears in 3 contracts
Samples: Purchase and Sale Agreement (CorEnergy Infrastructure Trust, Inc.), Share Purchase Agreement (SLP Cathay Holdings Ltd.), Asset Purchase Agreement (Agway Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer Purchaser that as of the date hereof Execution Date and as of on the Closing Date thatDate:
Appears in 3 contracts
Samples: Share Purchase Agreement (Southeast Airport Group), Share Purchase Agreement (Southeast Airport Group), Share Purchase Agreement (Southeast Airport Group)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer Purchaser, as of the date hereof and as of the Closing Date thatDate, as follows:
Appears in 3 contracts
Samples: Membership Interests Purchase Agreement (HG Holdings, Inc.), Purchase Agreement (Colorado Medtech Inc), Purchase Agreement (Hei Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer that as of the date hereof and as of on the Closing Date thatDate:
Appears in 3 contracts
Samples: Purchase and Sale Agreement (Golar LNG LTD), Purchase and Sale Agreement (Golar LNG Partners LP), Purchase and Sale Agreement
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer as follows as of the date hereof and as of the Closing Date thatDate:
Appears in 3 contracts
Samples: Stock Purchase Agreement (Cogdell Spencer Inc.), Asset Purchase and Sale Agreement (Bank United Corp), Asset Purchase and Sale Agreement (Bank United Corp)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer as of the date hereof and as of the Closing Date thatDate:
Appears in 3 contracts
Samples: Purchase and Sale Agreement (Delsite, Inc.), Stock Purchase Agreement (Nuevo Energy Co), Stock Purchase Agreement (Nuevo Energy Co)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer as of Purchaser on the date hereof Execution Date and as of the Closing Date thatthe following:
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Energy Resources 12, L.P.), Purchase and Sale Agreement (Energy Resources 12, L.P.)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer that, as of the date hereof and as of the Closing Date thatDate:
Appears in 2 contracts
Samples: Master Sale and Purchase Agreement (LTX-Credence Corp), Stock Purchase Agreement (Smithfield Foods Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents represents, warrants and warrants covenants to Buyer as of the date hereof and as of the Closing Date thatDate, as follows:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Checkpoint Systems Inc), Asset Purchase Agreement (Checkpoint Systems Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer Purchaser (and re-asserts such representations and warranties at each Closing) the following as of the date hereof and as of the Closing Date thathereof:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Sba Communications Corp), Asset Purchase Agreement (Louisiana Unwired LLC)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer as of the date hereof hereof, and if the Closing occurs, as of the Closing Date that(or, if a representation and warranty speaks as of an earlier date, then made at the Closing as of such earlier date), as follows:
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Summit Midstream Partners, LP), Purchase and Sale Agreement (Summit Midstream Partners, LP)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer as of the date hereof and Buyer, as of the Closing Date thatDate, as follows:
Appears in 2 contracts
Samples: Solar Development Acquisition and Sale Agreement (Solar Power, Inc.), Solar Development Acquisition and Sale Agreement (Solar Power, Inc.)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer that, except as of the date hereof and as of otherwise expressly stated herein, on the Closing Date thatDate:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Powell Industries Inc), Asset Purchase Agreement (Powell Industries Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer Purchaser as follows as of the date hereof and as of the Closing Date thatExecution Date:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Aytu Bioscience, Inc), Asset Purchase Agreement (Aytu Bioscience, Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer as of the date hereof and follows as of the Closing Date thatDate:
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Penn Octane Corp), Purchase and Sale Agreement (Rio Vista Energy Partners Lp)
REPRESENTATIONS AND WARRANTIES OF SELLER. The Seller represents and warrants to Buyer as of the date hereof and to the Buyer as of the Closing Date thatfollows:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Hardinge Inc), Asset Purchase Agreement (Astronics Corp)
REPRESENTATIONS AND WARRANTIES OF SELLER. The Seller represents and warrants to Buyer the Purchaser as of the date hereof and as of the Closing Date that:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Roper J Mark), Stock Purchase Agreement (Patterson Uti Energy Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer Purchaser, as of the date hereof Effective Date and as of the Closing Date thatDate, the following:
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Crescent Real Estate Equities Co), Purchase and Sale Agreement (Crescent Real Estate Equities Co)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer Purchaser, as of the date hereof hereof, and as of the Closing Date that:Date, as set forth below. For purposes of this Agreement, a "
Appears in 2 contracts
Samples: Asset Purchase Agreement (Pinnacle Holdings Inc), Stock Purchase Agreement (SCG Holding Corp)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer as of the date hereof Execution Date and as of the Closing Date thatas follows:
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Laredo Petroleum, Inc.), Purchase and Sale Agreement (ProPetro Holding Corp.)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer as of the date hereof Execution Date and as of the Closing Date thatas follows:
Appears in 2 contracts
Samples: Purchase Agreement (CNX Resources Corp), Purchase Agreement (Noble Energy Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer, and shall be deemed to represent to Buyer as of the date hereof on and as of the Closing Date thaton the Closing Date, as follows:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Bacterin International Holdings, Inc.), Purchase Agreement
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer Seller, as of the date hereof of this Agreement and as of the Closing Date that:Date, represents and warrants to Purchaser as follows.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Competitive Companies Inc), Asset Purchase Agreement (Third Enterprise Service Group Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer Purchaser as of the date hereof and as of at the Closing Date thatas follows:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Firstplus Financial Group Inc), Stock Purchase Agreement (Select Media Communications Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer as of the date hereof and as of the date of each Closing Date thatas follows:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Amgen Inc), Stock Purchase Agreement (Zurich Cantonalbank)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents hereby makes the following representations and warrants warranties to Buyer Purchaser as of the date hereof and as of the Closing Date thatDate:
Appears in 2 contracts
Samples: Merchant Asset Purchase Agreement (Paymentech Inc), Merchant Asset Purchase Agreement (Paymentech Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer Parties as of the date hereof and as of the Closing Date thatas follows:
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Penn Octane Corp), Purchase and Sale Agreement (Rio Vista Energy Partners Lp)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer Purchaser as of the date hereof Effective Date and as of the Closing Date thatas follows:
Appears in 2 contracts
Samples: Wind Energy Purchase Agreement (Otter Tail Corp), Wind Energy Purchase Agreement (Otter Tail Corp)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants Company represent and warrant to Buyer as of the date hereof and as of the Closing Date thatEffective Time as follows:
Appears in 2 contracts
Samples: Merger Agreement (U S Trucking Inc), Merger Agreement (U S Trucking Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer Purchaser as of the date hereof of this Agreement and as of the Time of Closing Date that:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Inyx Inc), Asset Purchase Agreement (Inyx Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants warrants, to and for the benefit of Buyer and Buyer as follows as of the date hereof and as of the Closing Date thatDate:
Appears in 2 contracts
Samples: Asset Acquisition Agreement (Blue Moon Group Inc), Asset Acquisition Agreement (Blue Moon Group Inc)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer Buyer, as of the date hereof and as of on the Closing Date thatDate, as follows:
Appears in 2 contracts
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller hereby represents and warrants to Buyer Buyer, as of the date hereof and as of the Closing Date thatClosing, as follows:
Appears in 2 contracts
Samples: Asset Purchase and Sale Agreement (OPAL Fuels Inc.), Unit Purchase Agreement (Pathfinder Acquisition Corp)
REPRESENTATIONS AND WARRANTIES OF SELLER. Seller represents and warrants to Buyer the following as of the date hereof Execution Date and, if the Closing occurs, will be deemed to have represented and warranted to Buyer the following as of the Closing Date thatDate:
Appears in 2 contracts
Samples: Purchase and Sale Agreement, Purchase and Sale Agreement (Gastar Exploration LTD)
