Common use of Representations and Warranties True When Made and At Closing Clause in Contracts

Representations and Warranties True When Made and At Closing. (a) Solely with respect to Seller’s obligations to close this Agreement, all of the representations and warranties of Buyer shall be true in all material respects as of the date of this Agreement and on the Closing Date. (b) Solely with respect to Buyer’s obligations to close this Agreement, the representations and warranties of Seller shall be true in all material respects as of the date of this Agreement and on the Closing Date (unless made as of another designated date, which as of the Closing shall remain true and correct in all material respects as of such designated date) except for instances where the failure of such representations to be true (including, without limitation, as shown by Buyer’s audits of the financial statements of the Business), taken in the aggregate (and without giving effect to any “materiality” or “Material Adverse Effect” qualifier), would not have a Material Adverse Effect.

Representations and Warranties True When Made and At Closing. (a) Solely with respect to Seller’s obligations to close this Agreement, all of the representations and warranties of Buyer shall be true in all material respects as of the date of this Agreement and on the Closing Date. (b) Solely with respect to Buyer’s obligations to close this Agreement, the representations and warranties of Seller shall be true in all material respects as of the date of this Agreement and on the Closing Date (unless made as of another designated date, which as of the Closing shall remain true and correct in all material respects as of such designated date) except for instances where the failure of such representations to be true (including, without limitation, as shown by Buyer’s audits of the financial statements of the Business)true, taken in the aggregate (and without giving effect to any “materiality” or “Material Adverse Effect” qualifier), would not have a Material Adverse Effect.

Representations and Warranties True When Made and At Closing. (a) Solely with respect to the Seller’s obligations to close this Agreement, all of the representations and warranties of the Buyer shall be true in all material respects as of the date of this Agreement and on the Closing Date. (b) Solely with respect to the Buyer’s obligations to close this Agreement, the representations and warranties of the Seller shall be true in all material respects as of the date of this Agreement and on the Closing Date (unless made as of another designated date, which as of the Closing shall remain true and correct in all material respects as of such designated date) except for instances where the failure of such representations to be true (including, without limitation, as shown by the Buyer’s audits of the financial statements of the Business), taken in the aggregate (and without giving effect to any “materiality” or “Material Adverse Effect” qualifier), would not have a Material Adverse Effect.

Representations and Warranties True When Made and At Closing. (a) Solely with respect to the Seller’s obligations to close this Agreement, all of the representations and warranties of the Buyer shall be true in all material respects as of the date of this Agreement and on the Closing Date. (b) Solely with respect to the Buyer’s obligations to close this Agreement, the representations and warranties of the Seller shall be true in all material respects as of the date of this Agreement and on the Closing Date (unless made as of another designated date, which as of the Closing shall remain true and correct in all material respects as of such designated date) except for instances where the failure of such representations to be true (including, without limitation, as shown by the Buyer’s audits of the financial statements of the Business), taken in the aggregate (and without giving effect to any “materiality” or “Material Adverse Effect” qualifier)aggregate, would not have a Material Adverse Effect.