Common use of Representations and Warranties; Performance Clause in Contracts

Representations and Warranties; Performance. The representations and warranties of each Purchaser contained in this Agreement shall be true and correct in all material respects on the date of the Closing with the same effect as though made on and as of that date, except for representations and warranties which speak as of a specified date, which shall be true and correct in all material respects as of such specified date.

Appears in 3 contracts

Samples: Securities Purchase Agreement (Starmedia Network Inc), Securities Purchase Agreement (Bellsouth Corp), Securities Purchase Agreement (Starmedia Network Inc)

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Representations and Warranties; Performance. The representations and warranties of each Purchaser contained set forth in this Agreement shall be true true, correct and correct complete as of the Closing Date (as though such representations and warranties were made anew at and as of such date) except with respect to the effect of transactions specifically permitted by the provisions of this Agreement, and Purchaser shall have duly performed in all material respects all agreements and covenants herein required to be performed by Purchaser on the date of or before the Closing with the same effect as though made on and as of that date, except for representations and warranties which speak as of a specified date, which shall be true and correct in all material respects as of such specified dateDate.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Dynacq Healthcare Inc), Asset Purchase Agreement (Home Solutions of America Inc), Asset Purchase Agreement (Tower Tech Inc)

Representations and Warranties; Performance. The representations and warranties of each Purchaser the Purchasers contained in this Agreement shall be true and correct in all material respects on the date of the Closing with the same effect as though made on and as of that datedate and, except with respect to the Company's obligation to issue and deliver Purchased Shares and Warrant to any Purchaser, such Purchaser shall have tendered payment for representations and warranties which speak as of a specified date, which shall be true and correct the Purchased Shares at the Closing by wire transfer to an account designated in all material respects as of such specified datewriting by the Company in accordance with Section 1.4 hereof.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Lecroy Corp), Stock Purchase Agreement (Lecroy Corp)

Representations and Warranties; Performance. The representations and warranties of each Purchaser contained set forth in this Agreement shall be true true, correct and correct complete as of the Effective Date and the Closing Date (as though such representations and warranties were made anew at and as of such date), and Purchaser shall have duly performed in all material respects all agreements and covenants herein required to be performed by Purchaser on the date of or before the Closing with the same effect as though made on and as of that date, except for representations and warranties which speak as of a specified date, which shall be true and correct in all material respects as of such specified dateDate.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Marshall Brian), Stock Purchase Agreement (Home Solutions of America Inc)

Representations and Warranties; Performance. The representations ------------------------------------------- and warranties of each Purchaser contained set forth in this Agreement shall be true true, correct and correct complete when made on the date hereof, and as of the Closing Date (as though such representations and warranties were made anew at and as of such date), except with respect to the effect of transactions specifically permitted by the provisions of this Agreement. Purchaser shall have duly performed in all material respects all agreements and covenants herein required to be performed by Purchaser on the date of or before the Closing with the same effect as though made on and as of that date, except for representations and warranties which speak as of a specified date, which shall be true and correct in all material respects as of such specified dateDate.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Communications World International Inc), Asset Purchase Agreement (Communications World International Inc)

Representations and Warranties; Performance. The representations and warranties of each Purchaser contained Seller and Shareholders set forth in this Agreement shall be true true, correct and correct complete as of the Closing Date (as though such representations and warranties were made anew at and as of such date) except with respect to the effect of transactions specifically permitted by the provisions of this Agreement, and Seller shall have duly performed in all material respects all agreements and covenants herein required to be performed by Seller on the date of or before the Closing with the same effect as though made on and as of that date, except for representations and warranties which speak as of a specified date, which shall be true and correct in all material respects as of such specified dateDate.

Appears in 1 contract

Samples: Asset Purchase Agreement (Home Solutions of America Inc)

Representations and Warranties; Performance. The representations and warranties of each Purchaser contained in this Agreement shall have been true and correct in all material respects when made and shall be true and correct in all material respects on the date at and as of the Closing with the same effect as though if made on such time, and as of that date, except for representations Purchaser shall have performed all covenants and warranties which speak as of a specified date, which shall obligations required by this Agreement to be true and correct in all material respects as of such specified dateperformed or complied with by Purchaser on or prior to the Closing Date.

Appears in 1 contract

Samples: Real Estate Purchase

Representations and Warranties; Performance. The representations and warranties of each Purchaser the Purchasers contained in this Agreement shall be true and correct in all material respects on the date of the Closing with the same effect as though made on and as of that datedate and, except with respect to the Company's obligation to issue and deliver Purchased Shares of any Purchaser, such Purchaser shall have tendered payment for representations and warranties which speak as of a specified date, which shall be true and correct the Purchased Shares at the Closing in all material respects as of such specified dateaccordance with Section 1.4 hereof.

Appears in 1 contract

Samples: Stock Purchase Agreement (CVC Inc)

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Representations and Warranties; Performance. The representations and warranties of each Purchaser contained Seller set forth in this Agreement shall be true true, correct and correct complete as of the Closing Date (as though such representations and warranties were made anew at and as of such date) except with respect to the effect of transactions specifically permitted by the provisions of this Agreement, and Seller shall have duly performed in all material respects all agreements and covenants herein required to be performed by Seller on the date of or before the Closing with the same effect as though made on and as of that date, except for representations and warranties which speak as of a specified date, which shall be true and correct in all material respects as of such specified dateDate.

Appears in 1 contract

Samples: Asset Purchase Agreement (Tower Tech Inc)

Representations and Warranties; Performance. The representations --------------- and warranties of each Purchaser contained set forth in this Agreement shall be true true, correct and correct complete when made on the date hereof, and as of the Closing Date (as though such representations and warranties were made anew at and as of such date), except with respect to the effect of transactions specifically permitted by the provisions of this Agreement. Purchaser shall have duly performed in all material respects all agreements and covenants herein required to be performed by Purchaser on the date of or before the Closing with the same effect as though made on and as of that date, except for representations and warranties which speak as of a specified date, which shall be true and correct in all material respects as of such specified dateDate.

Appears in 1 contract

Samples: Asset Purchase Agreement (Communications World International Inc)

Representations and Warranties; Performance. The All representations and warranties of each made by Purchaser contained in this Agreement shall be true and correct in all material respects on the date of the Closing with the same effect Date as though made on and as of that datethe Closing Date, except for representations changes contemplated by this Agreement. Purchaser shall have performed and warranties which speak as of a specified date, which shall be true and correct complied in all material respects as of such specified datewith all agreements, covenants and conditions required by this Agreement to be performed and complied with by them prior to the Closing Date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Onlinetradinginc Com Corp)

Representations and Warranties; Performance. The representations and warranties of each Purchaser contained Purchasers set forth in this Agreement shall be true and correct in all material respects on the date of the Closing with the same effect as though made on respects, and as of that date, except for representations and warranties which speak as of a specified date, which Purchasers shall be true and correct have duly performed in all material respects as of such specified dateall agreements and covenants herein required to be performed by Purchasers on or before the Closing Date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Harrell Hospitality Group Inc)

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