Representations and Warranties True; Satisfaction of Covenants Sample Clauses

Representations and Warranties True; Satisfaction of Covenants. All of the representations and warranties made by Buyer in Article V of this Agreement shall be true and correct on and as of the Closing Date as though such representations and warranties were made on and as of the Closing Date, except to the extent such representations and warranties are expressly made as of an earlier specified date. The Buyer shall have performed and complied with all covenants and conditions required by this Agreement to be performed or complied with by it prior to or at the Closing Date. An executive officer of Buyer shall deliver a certificate to the Corporation to the effect that each of the above conditions are satisfied in all respects.
Sample 1
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Representations and Warranties True; Satisfaction of Covenants. All of the representations and warranties made by the Corporation in Article III of this Agreement shall be true and correct on and as of the Closing Date as though such representations and warranties were made on and as of the Closing Date, except to the extent such representations and warranties are expressly made as of an earlier specified date; the Corporation shall have performed and complied with all covenants and conditions required by this Agreement to be performed or complied with by it prior to or at the Closing Date. The President of the Corporation shall deliver a certificate to the Buyers to the effect that each of the above conditions are satisfied in all respects.
Sample 1
Representations and Warranties True; Satisfaction of Covenants. All of the representations and warranties made by the Sellers in Article III of this Agreement shall be materially true and correct on and as of the Closing Date as though such representations and warranties were made on and as of the Closing Date, except to the extent such representations and warranties are expressly made as of an earlier specified date; the Sellers shall have performed and complied with all covenants and conditions required by this Agreement to be performed or complied with by it prior to or at the Closing Date. The general partner of each Seller shall deliver a certificate to the Buyers to the effect that each of the above conditions are satisfied in all respects.
Sample 1
Representations and Warranties True; Satisfaction of Covenants. All of the representations and warranties made by each of the Members in Article III and of the Members in Article IV of this Agreement shall be true and correct on and as of the Closing Date as though such representations and warranties were made on and as of the Closing Date, except to the extent such representations and warranties are expressly made as of an earlier specified date. The Members shall have performed and complied with all covenants and conditions required by this Agreement to be performed or complied with by them prior to or at the Closing Date. The Members shall cause the President of the LLC to deliver a certificate to StaffMark to the effect that each of the above conditions are satisfied in all respects.
Sample 1
Representations and Warranties True; Satisfaction of Covenants. All of the representations and warranties made by StaffMark in Article V of this Agreement shall be true and correct on and as of the Closing Date as though such representations and warranties were made on and as of the Closing Date, except to the extent such representations and warranties are expressly made as of an earlier specified date. StaffMark shall have performed and complied with all covenants and conditions required by this Agreement to be performed or complied with by it prior to or at the Closing Date. An executive officer of StaffMark shall deliver a certificate to the LLC to the effect that each of the above conditions are satisfied in all respects.
Sample 1
Representations and Warranties True; Satisfaction of Covenants. All of the representations and warranties made by each of the Stockholders in Article III and by all of the Stockholders in Article IV of this Agreement shall be true and correct on and as of the Closing Date
Sample 1
Representations and Warranties True; Satisfaction of Covenants. All of the representations and warranties made by SAC13, SAC14 and StaffMark in Article IV of this Agreement shall be true and correct on and as of the Closing Date as though such representations and warranties were made on and as of the Closing Date, except to the extent such representations and warranties are expressly made as of an earlier specified date. SAC13, SAC14 and StaffMark shall have performed and complied with all covenants and conditions required by this Agreement to be performed or complied with by them prior to or at the Closing Date. An executive officer of each of SAC13, SAC14 and StaffMark shall deliver a certificate to the Sellers to the effect that each of the above conditions are satisfied in all respects.
Sample 1
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Representations and Warranties True; Satisfaction of Covenants. All of the representations and warranties made by the Progressive Entities in Article III of this Agreement shall be true and correct on and as of the Closing Date as though such representations and warranties were made on and as of the Closing Date. The Progressive Entities shall have performed and complied with all covenants and conditions required by this Agreement to be performed or complied with by it prior to or at the Closing Date. The President of each of the Progressive Entities, other than SCR, and the manager of SCR shall deliver a certificate to the Buyers to the effect that each of the above conditions are satisfied in all respects.
Sample 1

Related to Representations and Warranties True; Satisfaction of Covenants

  • Representations and Warranties True The representations and warranties of the Seller hereunder shall be true and correct on the Closing Date with the same effect as if then made, and the Seller shall have performed all obligations to be performed by it hereunder on or prior to the Closing Date.

  • Representations and Warranties; Performance of Covenants All the -------------------------------------------------------- covenants, terms and conditions of this Agreement to be complied with and performed by GBB on or before the Closing Date shall have been complied with and performed in all material respects. Each of the representations and warranties of GBB contained in Article 5 hereof shall have been true and correct in all material respects (except that where any statement in a representation or warranty expressly includes a standard of materiality, such statement shall be true and correct in all respects) on and as of the date of this Agreement and (except to the extent such representations and warranties speak as of an earlier date or for changes expressly contemplated by this Agreement) on and as of the Closing Date, with the same effect as though such representations and warranties had been made on and as of the Closing Date. It is understood and acknowledged that the representations being made on and as of the Closing Date shall be made without giving effect to any update with respect to the GBB Lists in accordance with Section 7.2(c).

  • Representations and Warranties True at Closing The representations and warranties made by the Buyer in this Agreement shall be true and correct at and as of the Closing Date with the same effect as though such representations and warranties had been made or given at and as of the Closing Date.

  • Representations and Warranties; Etc Each Obligor hereby affirms: (a) that as of the date of execution and delivery of this First Amendment, all of the representations and warranties contained in each Loan Document to which such Obligor is a party are true and correct in all material respects as though made on and as of the First Amendment Effective Date (unless made as of a specific earlier date, in which case, was true as of such date); and (b) that after giving effect to this First Amendment and to the transactions contemplated hereby, no Defaults exist under the Loan Documents or will exist under the Loan Documents.

  • Representations and Warranties and Covenants 9 4.1 GENERALLY ........................................................... 9 4.2

  • Representations and Warranties True; Performance of Obligations The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the Closing Date with the same force and effect as if they had been made as of the Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the Closing.

  • Representations and Warranties; Conditions Precedent (a) The Depositor hereby confirms that each of the conditions precedent and the representations and warranties set forth in Section 2.08 of the Pooling and Servicing Agreement are satisfied as of the date hereof.

  • REPRESENTATIONS AND WARRANTIES OF LESSEE Lessee hereby represents and warrants to Lessor that on the date hereof and on the date of execution of each Schedule:

  • Representations and Warranties of RPS RPS represents and warrants to the Fund that:

  • Accuracy of Representations and Warranties; Performance of Covenants Each of the representations and warranties of the Company and Acquisition set forth in this Agreement was true, correct and complete in all material respects when made (except for representations and warranties that speak as of a specific date, which representations and warranties shall be true, correct and complete in all material respects as of such date) and shall also be true, correct and complete in all material respects at and as of the Post-Closing Date (except for representations and warranties that speak as of a specific date, which representations and warranties shall be true, correct and complete in all material respects as of such date), with the same force and effect as if made at and as of the Post-Closing Date. The Company shall have performed and complied in all material respects with all agreements and covenants required by this Agreement to be performed by the Company and Acquisition at or prior to the Post-Closing Date.

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