Truth of Representation and Warranties. All representations and warranties of the Purchaser contained in this Agreement shall have been true in all material respects, except for representations and warranties that contain a materiality qualification, which shall be true in all respects, as of the date of this Agreement and shall be true in all material respects, except for representations and warranties that contain a materiality qualification, which shall be true in all respects, as of the Closing Date with the same effect as though made on and as of that date (except to the extent that any representation or warranty is affected by the occurrence of events or transactions expressly contemplated and permitted by this Agreement, or otherwise consented to in writing by the Vendor); (b)
Truth of Representation and Warranties. All representations and warranties of the Buyer contained in this Agreement shall be true as of the Closing Date in all material respects with the same effect as though made on and as of that date and the Buyer shall have delivered to the Sellers a certificate addressed to the Sellers to the foregoing effect dated the Closing Date (the “Buyer’s Closing Certificate”).
Truth of Representation and Warranties. The representations and -------------------------------------- warranties of the Sellers contained in this Agreement shall be true and correct in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made on such date, and the Sellers shall have delivered to the UIHI Parties a certificate dated the Closing Date to such effect.
Truth of Representation and Warranties. All representations and warranties of the Corporation and the Vendors contained in this Agreement shall have been true in all material respects, except for representations and warranties that contain a materiality qualification which shall be true in all respects, as of the date of this Agreement and shall be true in all material respects on the Closing Date, except to the extent that such representations and warranties speak as of an earlier date, in which event such representations and warranties shall be true and correct as of such earlier date.
Truth of Representation and Warranties. The representations and warranties of the Purchaser contained in this Agreement or in any Ancillary Agreement are true and correct as of the Closing Date with the same force and effect as if such representations and warranties had been made on and as of such date and the Purchaser shall have executed and delivered a certificate of a senior officer to that effect. The receipt of such certificate and the Closing will not be a waiver of the representations and warranties of the Purchaser which are contained in this Agreement and the Ancillary Agreements. Upon the delivery of such certificate, the representations and warranties of the Purchaser in Article 6 will be deemed to have been made on and as of the Closing Date with the same force and effect as if made on and as of such date.
Truth of Representation and Warranties. All representations and warranties of the Vendors contained in this Agreement shall be true and correct as of the Closing Date.
Truth of Representation and Warranties. All representations and warranties of the Purchaser contained in this Agreement shall be true in all material respects, except for representations and warranties that contain a materiality qualification, which shall be true in all respects, as of the date of this Agreement and shall be true in all material respects, except for representations and warranties that contain a materiality qualification, which shall be true in all respects, as of the Closing Date with the same effect as though made on and as of that date (except to the extent that any representation or warranty is affected by the occurrence of events or transactions expressly contemplated and permitted by this Agreement, or otherwise consented to in writing by the Vendors) and except where the failure to be so true would not, in the aggregate, reasonably be expected to have a material adverse effect on the Purchaser’s ability to complete the Transaction and the Purchaser shall have delivered a certificate of a senior officer of the Purchaser addressed to the Vendors to that effect dated the Closing Date.
Truth of Representation and Warranties. 64 14.4 Performance by the Buyer ...............................64 14.5 Statutory Prohibition ..................................64 14.6
Truth of Representation and Warranties. The representations and warranties of the Buyer contained herein shall, if qualified by materiality, be true and correct and, if not so qualified, be true and correct in all material respects at and as of the Closing as if made as of the Closing, in each case, except for any violations thereof which, taken as a whole, would not reasonably be likely to have a Material Adverse Effect; provided, that representations and warranties that are made as of a specific date need be true in all material respects only as of such date, except for any violations thereof which, taken as a whole, would not reasonably be likely to have a Material Adverse Effect. The Buyer shall furnish the Seller with an appropriate closing certificate, dated the Closing Date, to that effect.
Truth of Representation and Warranties. The representations and warranties of the Purchaser contained in this Agreement or in any Ancillary Agreements were true and correct as of the date of this Agreement and shall be true and correct as of the Closing Date with the same force and effect as if such representations and warranties had been made on and of such date.
