REPRESENTATIONS AND WARRANTIES OF THE BUYER. The Buyer hereby represents and warrants to the Seller, as of the date of this Agreement and as of the Closing Date, as follows:
Appears in 5 contracts
Samples: Asset Purchase Agreement (AquaBounty Technologies, Inc.), Asset Purchase Agreement (Coolbrands International Inc), Asset Purchase Agreement (Andrew Corp)
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The Buyer hereby represents In connection with and warrants as an inducement to the SellerSeller to enter into and be bound by the terms of this Agreement, the Buyer warrants and represents to the Seller that, as of the date of this Agreement hereof (and as of the Closing Date, as follows:):
Appears in 5 contracts
Samples: Merger Agreement (Citizens Community Bancorp Inc.), Merger Agreement (Citizens Community Bancorp Inc.), Stock Purchase Agreement (Mackinac Financial Corp /Mi/)
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The As an inducement to the Seller Parties to enter into this Agreement and to consummate the transactions contemplated hereby, the Buyer hereby represents and warrants to the Seller, Seller Parties as follows as of the date of this Agreement hereof and as of the Closing Date, as followsClosing:
Appears in 4 contracts
Samples: Asset Purchase Agreement (Media General Inc), Asset Purchase Agreement (Lin Television Corp), Asset Purchase Agreement (Mercury New Holdco, Inc.)
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The To induce the Seller to enter into this Agreement and to consummate the transactions contemplated hereby, the Buyer hereby represents and warrants to the Seller, as of the date of this Agreement and as of the Closing Date, as followsthe following:
Appears in 4 contracts
Samples: Asset Purchase Agreement (Medsolutions Inc), Asset Purchase Agreement (Medsolutions Inc), Asset Purchase Agreement (Medsolutions Inc)
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The In order to induce the Seller to enter into this Agreement, the Buyer hereby represents and warrants to the Seller, as of at the date of this Agreement and as of at the Closing Date (as if such representations and warranties were remade on the Closing Date), as follows:
Appears in 3 contracts
Samples: Stock Purchase Agreement (Thomson & Kernaghan Co LTD), Stock Purchase Agreement (Vacation Ownership Marketing Inc), Stock Purchase Agreement (Pacel Corp)
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The Buyer hereby represents and warrants to the Seller, as of the date of this Agreement Date and as of the Closing Date, or, if expressly made as of a specified date, as of such specified date, as follows:
Appears in 3 contracts
Samples: Asset Purchase Agreement (Winc, Inc.), Asset Purchase Agreement (Winc, Inc.), Asset Purchase Agreement (Winc, Inc.)
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The Buyer hereby represents and warrants to the Seller, Seller that as of the date of this Agreement Signing Date and as of on the Closing Date, as followsunless otherwise expressly stated:
Appears in 3 contracts
Samples: Share Purchase Agreement (KNOT Offshore Partners LP), Share Purchase Agreement (KNOT Offshore Partners LP), Share Purchase Agreement (KNOT Offshore Partners LP)
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The Buyer hereby represents and warrants to the Seller, Sellers that as of the date of this Agreement and as of the Closing Date, as follows:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Delek Logistics Partners, LP), Asset Purchase Agreement (Delek US Holdings, Inc.)
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The Buyer hereby represents and warrants to the Seller, Seller as of the date of this Agreement hereof and as of the Closing DateDate (or, if made as of a specified date, as of such date) as follows:
Appears in 2 contracts
Samples: Stock Purchase Agreement (NMI Holdings, Inc.), Stock Purchase Agreement (NMI Holdings, Inc.)
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The As an inducement to the Seller to enter into this Agreement, the Buyer hereby represents and warrants to the Seller, Seller as of the date of this Agreement hereof and as of the Closing Date, as followsDate that:
Appears in 2 contracts
Samples: Vessel Purchase Agreement, Vessel Purchase Agreement (Hercules Offshore, LLC)
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The In order to induce the Company and each of the Sellers to enter into and perform this Agreement and to consummate the Contemplated Transactions, the Buyer hereby represents represent and warrants warrant to the SellerSellers, as of the date of this Agreement hereof and as of the Closing Date, as followsthat:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The As a material inducement to the Company and the Sellers to enter into this Agreement, the Buyer hereby represents and warrants to the Seller, Company and the Sellers that as of the date of this Agreement hereof and as of the Closing Date, as follows:
Appears in 1 contract
Samples: Limited Liability Company Interest Purchase Agreement (Acorn Energy, Inc.)
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The Subject to the terms and conditions of the Agreement and the occurrence of the Closing contemplated thereby, the Buyer hereby represents and warrants to the Seller, as of the date of this Agreement and as of the Closing Datehereof, as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The Buyer hereby represents and warrants to the SellerSeller that, on and as of the date of this Agreement (or, to the extent a representation or warranty is made as of a specified date, as of such date) and as of the Closing Date, as followsClosing:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The Buyer hereby represents and warrants to Total and the Seller, Sellers both as of the date of this Agreement and as of the Closing Date, Date as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The In order to induce the Company and the Seller to enter into and perform this Agreement and to consummate the Contemplated Transactions, the Buyer hereby represents and warrants to the Seller, as of both the date of this Agreement Execution Date and as of the Closing Date, as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The Buyer hereby represents and warrants to the Seller, Seller as of the date of this Agreement and as of the Closing DateDate (or in the case of representations and warranties made as of a specified date, as of such specified date) as follows:
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Williams Partners L.P.)
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The In order to induce each Seller and the Company to enter into and perform this Agreement and to consummate the transactions contemplated hereby, the Buyer hereby represents and warrants to each Seller and the SellerCompany, as of on the date of this Agreement and as of on the Closing Date, as follows:
Appears in 1 contract
Samples: Equity Purchase Agreement (BrightSphere Investment Group Inc.)
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The Buyer hereby represents and warrants to the Company and the Seller, both as of the date of this Agreement and as of the Closing Datedate of the Closing, as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The Buyer hereby represents and warrants to the Seller, Seller as of the date of this Agreement Effective Date and as of the Closing Date, as follows:follows (with the understanding that the Seller is relying on each such representation and warranty in entering into and performing this Agreement):
Appears in 1 contract
Samples: Asset Purchase Agreement (Sierra Resource Group Inc)
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The Buyer hereby represents and warrants to the Sellereach Seller and agrees with such Seller that, as of the date of this Agreement and as of the Closing Date, as follows:
Appears in 1 contract
Samples: Securities Purchase Agreement (Unipro Financial Services Inc)
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The Buyer hereby represents and warrants to the SellerSellers and each of them, as of the date of this Agreement and as of the Closing Date, as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The In order to induce the Sellers to enter into this Agreement, the Buyer hereby represents and warrants to the Seller, as of at the date of this Agreement and as of at the Closing Date (as if such representations and warranties were remade on the Closing Date), as follows:
Appears in 1 contract
Samples: Stock Purchase Agreement (Joshua Tree Construction Inc)
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The Buyer hereby represents and warrants to the Seller, Seller as of the date of this Agreement and as of the Closing Date, Date as follows:
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Matson, Inc.)
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The Buyer hereby represents and warrants to the Seller, Sellers as of the date of this the Original Agreement and as of the Closing DateDate (or, as to those representations and warranties that address matters as of particular dates, as of such dates), as follows:
Appears in 1 contract
Samples: Asset Purchase Agreement (Pernix Therapeutics Holdings, Inc.)
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The As a material inducement to the Seller to enter into this Agreement and to consummate the Contemplated Transactions, the Buyer hereby represents and warrants to the Seller, on and as of the date of this Agreement and as of the Closing DateDate (except as set forth on any Schedule to this Agreement), as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The As an inducement to the Sellers to enter into this Agreement and to consummate the transactions contemplated hereby, the Buyer hereby represents and warrants to the SellerSellers as of the date hereof (it being understood that all the representations and warranties herein are being made solely as of the date hereof and, in the event the Closing occurs concurrently with the execution of this Agreement, as of the date of this Agreement and as of time immediately prior to the Closing Date, as follows:Effective Time):
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The As an inducement to the Sellers to enter into this Agreement, the Buyer hereby represents and warrants to the SellerSellers, except as otherwise specifically indicated in a representation or warranty below, as of the date of this Agreement hereof and as of the Closing Date, as followsDate that:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The Buyer hereby represents and warrants to the Seller, Seller as of the date of this Agreement agreement and at Closing, or as of the Closing Date, such other date specifically stated below as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The In order to induce the Sellers to enter into and perform this Agreement and to consummate the Contemplated Transactions, the Buyer hereby represents and warrants to the SellerSellers, as of the date of this Agreement hereof and as of the Closing Date, as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The As an inducement to the Seller to enter into this Agreement, the Buyer hereby represents makes the following representations and warrants to the Seller, warranties as of the date of this Agreement hereof and as of the Closing Date, as followsDate to the Seller:
Appears in 1 contract
Samples: Purchase Agreement (Immulogic Pharmaceutical Corp /De)
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The As an inducement to Seller to enter into and perform its obligations under this Agreement, the Buyer hereby represents and warrants to the Seller, Seller as of the date of this Agreement hereof and as of the Closing Date, Date as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The Buyer hereby represents and warrants to the Seller, Sellers as of the date of this Agreement and as of the Closing DateDate (or, as to those representations and warranties that address matters as of particular dates, as of such dates), as follows:
Appears in 1 contract
Samples: Asset Purchase Agreement (Pernix Therapeutics Holdings, Inc.)
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The As a material inducement to Seller to enter into this Agreement and consummate the transactions contemplated hereby, Buyer hereby represents and warrants to the Seller, as of the date of this Agreement and as of the Closing Date, to Seller as follows, except as specifically contemplated by this Agreement and/or the Transaction Documents:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The 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, Seller as follows as of the date of this Agreement hereof and as of the Closing Date, as follows:
Appears in 1 contract
Samples: Asset Purchase Agreement (Mission Broadcasting Inc)
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The Buyer hereby represents and warrants to the Seller, on and as of the date of this Agreement and as of the Closing Date, as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The 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, Seller as set forth below as of the date of this Agreement hereof and as of the Closing Date, Date as follows:if made thereon (except to the extent that a representation or warranty expressly relates to an earlier date):
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The In order to induce the Seller to enter into and perform this Agreement and to consummate the transactions contemplated hereby, the Buyer hereby represents and warrants to the Seller, Seller as of the date of this Agreement hereof and as of the Closing Date, Date as follows:, except as set forth on the Buyer Disclosure Schedule (subject to Section 10.12):
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Eversource Energy)
REPRESENTATIONS AND WARRANTIES OF THE BUYER. The In order to induce the Seller to enter into this Agreement, the Buyer hereby represents and warrants to the Seller, as of at the date of this Agreement and as of at the Closing Date, as follows:
Appears in 1 contract
Samples: Stock Purchase Agreement (Imprimis Pharmaceuticals, Inc.)