Common use of Representations and Warranties; Performance Clause in Contracts

Representations and Warranties; Performance. The representations and warranties of the Purchaser contained in Article III and elsewhere in this Agreement and all information contained in any exhibit or schedule hereto delivered by, or on behalf of, the Purchaser to the Corporation and the Sellers, which are modified by materiality shall be true and correct (and all other representations shall be true and correct in all material respects) when made and on the Closing Date as though then made, except as expressly provided herein. The Purchaser shall have performed and complied with all agreements, covenants and conditions required by this Agreement to be performed and complied with by it prior to the Closing Date. The president of the Purchaser shall have delivered to the Corporation and the Sellers a certificate, dated the Closing Date, in the form designated Exhibit 7.1 attached hereto, certifying to the foregoing.

Representations and Warranties; Performance. The representations and warranties of the Purchaser contained in Article III and elsewhere in this Agreement and all information contained in any exhibit exhibit, schedule or schedule hereto attachment hereto, delivered by, by or on behalf of, of the Purchaser to the Corporation and the Sellers, which are modified by materiality shall be true and correct (and all other representations shall be true and correct in all material respects) respects when made and shall be true and correct in all material respects on the Closing Date as though then made, except as expressly provided herein. The Purchaser shall have performed and complied in all material respects with all agreements, covenants and conditions required by this Agreement to be performed and complied with by it them prior to the Closing Date. The president Chief Operating Officer of the Purchaser shall have delivered to the Corporation and the Sellers a certificate, dated the Closing Date, in the form designated Exhibit 7.1 attached hereto, certifying to the foregoing.

Representations and Warranties; Performance. The representations and warranties of the Purchaser Buyer contained in Article III ARTICLE 3 and elsewhere in this Agreement and all information contained in any exhibit exhibit, schedule or schedule hereto delivered byattachment hereto, or on behalf of, the Purchaser in any writing delivered by Buyer to the Corporation Sellers and the SellersCompanies, which are modified by materiality shall be true and correct (and all other representations shall be true and correct in all material respects) respects when made and shall be true and correct in all material respects on the Closing Date as though then made, except as expressly provided herein. The Purchaser Buyer shall have performed and complied in all material respects with all agreements, covenants and conditions required by this Agreement to be performed and complied with by it them prior to the Closing Date. The president An authorized officer of the Purchaser Buyer shall have delivered to the Corporation and the Sellers a certificate, dated the Closing Date, in the form designated Exhibit 7.1 attached hereto, certifying to the foregoing.

Representations and Warranties; Performance. The representations and warranties of the Purchaser Buyers contained in Article III ARTICLE 3 and elsewhere in this Agreement and all information contained in any exhibit exhibit, schedule or schedule hereto delivered byattachment hereto, or on behalf of, in any writing delivered by the Purchaser Buyers to the Corporation and the Sellers, which are modified by materiality shall be true and correct (and all other representations shall be true and correct in all material respects) respects when made and shall be true and correct in all material respects on the Closing Date as though then made, except as expressly provided herein. The Purchaser Buyers shall have performed and complied in all material respects with all agreements, covenants and conditions required by this Agreement to be performed and complied with by it them prior to the Closing Date. The president An authorized officer of each of the Purchaser Buyers shall have delivered to the Corporation and the Sellers a certificate, dated the Closing Date, in the form designated Exhibit 7.1 attached hereto, certifying to the foregoing.

Representations and Warranties; Performance. The representations and warranties of the Purchaser contained in Article III IV and elsewhere in this Agreement and all information contained in any exhibit exhibit, schedule or schedule hereto delivered attachment hereto, by, or on behalf of, the Purchaser Purchaser, to the Corporation and the Sellers, which are modified by materiality shall be true and correct (and all other representations shall be true and correct in all material respects) respects when made and shall be true and correct in all material respects on the Closing Date as though then made, except as expressly provided herein. The Purchaser shall have performed and complied in all material respects with all agreements, covenants and conditions required by this Agreement to be performed and complied with by it them prior to the Closing Date. The president An authorized officer of the Purchaser shall have delivered to the Corporation and the Sellers a certificate, dated the Closing Date, in the form designated Exhibit 7.1 attached hereto, certifying to the foregoing.

Representations and Warranties; Performance. The representations and warranties of the Purchaser contained in Article III and elsewhere in this Agreement and all information contained in any exhibit exhibit, schedule or schedule hereto attachment hereto, delivered by, by or on behalf of, of the Purchaser to the Corporation and the Sellers, which are modified by materiality shall be true and correct (and all other representations shall be true and correct in all material respects) respects when made and shall be true and correct in all material respects on the Closing Date as though then made, except as expressly provided herein. The Purchaser shall have performed and complied in all material respects with all agreements, covenants and conditions required by this Agreement to be performed and complied with by it them prior to the Closing Date. The president Chief Operating Officer of the Purchaser shall have executed and delivered to the Corporation and the Sellers a certificate, dated the Closing Date, in the form designated Exhibit 7.1 attached hereto, certifying to the foregoing.

Representations and Warranties; Performance. The representations and warranties of the Purchaser contained in Article III and elsewhere in this Agreement and all information contained in any exhibit exhibit, schedule or schedule hereto attachment hereto, delivered by, by or on behalf of, of the Purchaser to the Corporation and the SellersSeller, which are modified by materiality shall be true and correct (and all other representations shall be true and correct in all material respects) respects when made and shall be true and correct in all material respects on the Closing Date as though then made, except as expressly provided herein. The Purchaser shall have performed and complied in all material respects with all agreements, covenants and conditions required by this Agreement to be performed and complied with by it them prior to the Closing Date. The president Chief Operating Officer of the Purchaser shall have delivered to the Corporation and the Sellers Seller a certificate, dated the Closing Date, in the form designated Exhibit 7.1 attached hereto, certifying to the foregoing.