Representations; Performance of Purchaser. Each of the representations and warranties made by Purchaser in this Agreement and in each Related Document shall be true and correct in all material respects as of the date made and as of Closing with the same effect as though such representations and warranties were made at and as of the Closing provided that any changes which have not had or are not reasonably expected to have in the future, a material adverse effect on Purchaser or Acquiror Parent’s ability to consummate the transactions contemplated hereby shall not be grounds for failure to closure under this Section 6.3(a), and Purchaser shall have performed and satisfied in all material respects each of its obligations required or contemplated by this Agreement and in each Related Document to be performed or satisfied as of the Closing, Purchaser shall have delivered to Seller certificate of Purchaser to such effect, signed by an officer of Purchaser.
Representations; Performance of Purchaser. Each of the representations and warranties made by Purchaser in this Agreement shall be true and correct in all material respects as of the Closing and Purchaser shall have performed and satisfied in all material respects each of its obligations required or contemplated by this Agreement and in each Related Document to be performed as of the Closing, Purchaser shall have delivered to Seller an officer’s certificate to such effect, signed by an officer of Purchaser.
