Common use of Representations and Warranties True on the Closing Date Clause in Contracts

Representations and Warranties True on the Closing Date. Each of the representations and warranties made by Seller in this Agreement, and the statements contained in the Disclosure Schedule or in any instrument, list, certificate or writing delivered by Seller pursuant to this Agreement, shall be true and correct in all material respects when made and shall be true and correct in all material respects at and as of the Closing Date as though such representations and warranties were made or given on and as of the Closing Date, except for any changes permitted by the terms of this Agreement or consented to in writing by Buyer.

Appears in 3 contracts

Samples: Asset Purchase Agreement (Veri-Tek International, Corp.), Asset Purchase Agreement (Macrovision Corp), Asset Purchase Agreement (Imc Mortgage Co)

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Representations and Warranties True on the Closing Date. Each of the representations and warranties made by Seller and Shareholder in this Agreement, and the statements contained in the Disclosure any Schedule or in the Side Letter or any instrument, list, certificate or writing delivered by Seller pursuant to this Agreement, shall be true and correct in all material respects when made and shall be true and correct in all material respects at and as of the Closing Date as though such representations and warranties were made or given on and as of the Closing Date, except for any changes permitted by the terms of this Agreement or consented to in writing by Buyer.

Appears in 1 contract

Samples: Asset Purchase Agreement (Zitel Corp)

Representations and Warranties True on the Closing Date. Each of the representations and warranties made by Seller in this Agreement, and the statements contained in the Disclosure Schedule or in any instrument, list, certificate or writing delivered by Seller pursuant to this Agreement, Agreement shall be true and correct in all material respects when made and shall be true and correct in all material respects (except for such representations and warranties as are qualified by materiality or Material Adverse Effect, which representations and warranties shall be true and correct in all respects), at and as of the Closing Date as though such representations and warranties were made or given on and as of the Closing Date, except for Date (subject to any changes in the Disclosure Schedule permitted by the terms of this Agreement pursuant to Section 9.3 or otherwise consented to by Purchaser in writing by Buyerwriting).

Appears in 1 contract

Samples: Asset Purchase Agreement (Net Perceptions Inc)

Representations and Warranties True on the Closing Date. Each of the representations and warranties made by Seller and Principals in this Agreement, and the statements contained in the Disclosure Schedule or in any instrument, list, certificate or writing delivered by Seller pursuant to this Agreement, shall be true and correct in all material respects when made and shall be true and correct in all material respects at and as of the Closing Date as though such representations and warranties were made or given on and as of the Closing Date, except for any changes permitted by the terms of this Agreement or consented to in writing by BuyerPurchaser.

Appears in 1 contract

Samples: Asset Purchase Agreement (Dynamic Materials Corp)

Representations and Warranties True on the Closing Date. Each of the representations and warranties made by Seller the Company in this Agreement, and the statements contained in the Disclosure Schedule or in any instrument, list, certificate or writing delivered by Seller the Company pursuant to this Agreement, shall be true and correct in all material respects when made and shall be true and correct in all material respects at and as of the Closing Date as though such representations and warranties were made or given on and as of the Closing Date, except for any changes permitted by the terms of this Agreement or consented to in writing by Buyer.

Appears in 1 contract

Samples: Asset Purchase Agreement (Outback Steakhouse Inc)

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Representations and Warranties True on the Closing Date. Each of the representations and warranties made by Seller Sellers and Shareholders in this AgreementAgreement and the Disclosure Letters, and the statements contained in the Disclosure any Schedule or in any instrument, list, certificate or writing delivered by Seller Sellers pursuant to this Agreement, shall be have been true and correct in all material respects when made and shall be true and correct in all material respects at and as of the Closing Date as though such representations and warranties were made or given on and as of the Closing Date, except for any changes permitted by the terms of this Agreement or consented to in writing by Buyer.

Appears in 1 contract

Samples: Asset Purchase Agreement (Zitel Corp)

Representations and Warranties True on the Closing Date. Each of the representations and warranties made by Seller in this Agreement, and the statements contained in the Disclosure Schedule Letter or in any instrument, list, certificate or writing delivered by Seller pursuant to this Agreement, shall be true and correct in all material respects when made and shall be true and correct in all material respects at and as of the Closing Date as though such representations and warranties were made or given on and as of the Closing DateDate without giving effect to any update of the Disclosure Letter, except for any changes permitted by the terms of this Agreement or consented to in writing by Buyer.

Appears in 1 contract

Samples: Stock Purchase Agreement (Zitel Corp)

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