Common use of Truth of Representations and Warranties Clause in Contracts

Truth of Representations and Warranties. The representations and warranties made by the Purchaser in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Date.

Appears in 13 contracts

Samples: Agreement and Plan of Reorganization (Apptigo International, Inc.), Acquisition Agreement (Livestar Entertainment Group Inc), Agreement and Plan of Acquisition (Jupiter Global Holdings Corp)

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Truth of Representations and Warranties. The representations and warranties made by the of Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on true at and as of the Closing Date with the same effect closing date as though such representations and warranties had been were made or given on at and as of the Closing Datetransfer date.

Appears in 12 contracts

Samples: Share Exchange Agreement (Paloma Enterprises, Inc.), Share Exchange Agreement (Paloma Enterprises, Inc.), Acquisition Agreement (Zynex Medical Holdings Inc)

Truth of Representations and Warranties. The representations and warranties made by the Purchaser Company and Shareholders in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date closing date with the same effect as though such representations and warranties had been made or given on and as of the Closing Dateclosing date.

Appears in 11 contracts

Samples: Share Exchange Agreement (Paloma Enterprises, Inc.), Share Exchange Agreement (Paloma Enterprises, Inc.), Acquisition Agreement (Perfisans Holdings Inc)

Truth of Representations and Warranties. The Purchaser's representations and warranties made by the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on true at and as of the Closing Date with the same effect as though such representations and warranties had been were made or given on at and as of the Closing Date.

Appears in 4 contracts

Samples: Asset Purchase Agreement (American Tower Systems Corp), Asset Purchase Agreement (American Radio Systems Corp /Ma/), Asset Purchase Agreement (American Tower Systems Corp)

Truth of Representations and Warranties. The representations and warranties made by the Purchaser Company and Sellers in this Agreement or given on its or their behalf hereunder hereunder, shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Date.

Appears in 4 contracts

Samples: Asset Purchase Agreement (American Tower Systems Corp), Asset Purchase Agreement (American Radio Systems Corp /Ma/), Asset Purchase Agreement (American Tower Systems Corp)

Truth of Representations and Warranties. The representations and warranties made by the Purchaser Private Company and the Shareholders in this Agreement or given on its their behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Date.

Appears in 4 contracts

Samples: Agreement and Plan of Reorganization (Paystar Communications Corp), Acquisition Agreement (Consolidated Energy Inc), Agreement and Plan of Reorganization (Netvoice Technologies Corp)

Truth of Representations and Warranties. The representations and warranties made by the Purchaser Company in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Date.

Appears in 4 contracts

Samples: Merger Agreement (Liberator Medical Holdings, Inc.), Agreement and Plan of Acquisition (Jupiter Global Holdings Corp), Acquisition Agreement (Livestar Entertainment Group Inc)

Truth of Representations and Warranties. The representations and warranties made by the of Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Datesuch date.

Appears in 4 contracts

Samples: Stock Purchase Agreement (Ems Find, Inc.), Stock Purchase Agreement (Hybrid Technologies Inc.), Stock Purchase Agreement (Mikron Instrument Co Inc)

Truth of Representations and Warranties. The representations and warranties made by the Purchaser in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date closing date with the same effect as though such representations and warranties had been made or given on and as of the Closing Dateclosing date.

Appears in 4 contracts

Samples: Agreement and Plan of Reorganization (Global E Tutor Inc), Stock Exchange Agreement (Ishopper Com Inc), Stock Exchange Agreement (Ishopper Com Inc)

Truth of Representations and Warranties. The representations and warranties made by the Purchaser Company and the Shareholders in this Agreement or given on its their behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date closing date with the same effect as though such representations and warranties had been made or given on and as of the Closing Dateclosing date.

Appears in 3 contracts

Samples: Stock Exchange Agreement (Ishopper Com Inc), Stock Exchange Agreement (Ishopper Com Inc), Stock Exchange Agreement (Ishopper Com Inc)

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date, and Purchaser shall have delivered to the Shareholder a certificate, dated the Closing Date, to such effect.

Appears in 3 contracts

Samples: Securities Exchange Agreement (Brighton Technologies Corp), Securities Exchange Agreement (Glengarry Holdings LTD), Securities Exchange Agreement (Global Itechnology Inc)

Truth of Representations and Warranties. The representations and warranties made by the Purchaser Parent Company and the Buyer in this Agreement or given on its their behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Date.

Appears in 2 contracts

Samples: Acquisition Agreement (Paystar Corp), Stock for Stock Exchange Agreement (Paystar Corp)

Truth of Representations and Warranties. The representations and warranties made by the Purchaser Creditor in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date closing date with the same effect as though such representations and warranties had been made or given on and as of the Closing Dateclosing date.

Appears in 2 contracts

Samples: Stock Purchase and Debt Settlement Agreement (Paystar Corp), Stock Purchase and Debt Settlement Agreement (Paystar Corp)

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser Purchasers contained in this Agreement or given on its behalf hereunder shall have been true and correct in all material respects as of the date of this Agreement and shall be substantially accurate true and correct in all material respects on and as of the Closing Date Date, with the same effect as though such representations and warranties had been made or given on and as of the Closing Date, except that those representations and warranties that by their terms are qualified by materiality shall be true and correct in all respects. The Purchasers shall have delivered to the Sellers a certificate, dated the Closing Date and signed by an authorized representative of the Purchasers to such effect.

Appears in 2 contracts

Samples: Purchase Agreement, Purchase Agreement (Inergy Holdings, L.P.)

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall will be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on at and as of the Closing Date.

Appears in 2 contracts

Samples: Asset Purchase Agreement, Asset Purchase Agreement

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date other than such representatives and warranties made as of a specific date, which shall be true and correct in all material respects as of such date, with the same effect as though such representations and warranties had been made or given on and as of the Closing Datesuch date.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Firstcom Corp), Securities Purchase Agreement (Intercontinental Telecommunications Corp)

Truth of Representations and Warranties. The representations and warranties made by the of Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate 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 when made or given on and as of the Closing Date, and Purchaser shall have delivered to Seller a certificate, signed by its President, dated the Closing Date, to such effect.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Horizon Medical Products Inc), Asset Purchase Agreement (Assuranceamerica Corp)

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser Purchasers contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date, and the Purchasers shall have delivered to the Seller an officer's certificate, dated the Closing Date, to such effect.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Outsourcing Solutions Inc), Stock Purchase Agreement (Outsourcing Solutions Inc)

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate 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 or given on and as of such date, and the Sellers shall have received a certificate signed by an executive officer of the Purchaser, dated the Closing Date, to such effect.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Celerity Group Inc), Acquisition Agreement (Global Power Equipment Group Inc/)

Truth of Representations and Warranties. The representations and warranties made by the Purchaser Sellers in this Agreement or given on its their behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date closing date with the same effect as though such representations and warranties had been made or given on and as of the Closing Dateclosing date.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Paystar Corp), Asset Purchase and Debt Settlement Agreement (Paystar Corp)

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser in this Agreement or given on its behalf hereunder Buyer contained herein shall be substantially true and accurate in all material respects on respects, in each case at and as of the date of this Agreement and as of the Closing Date with (except to the same effect as though such representations and warranties had been made extent a representation or given on and warranty speaks specifically as of an earlier date or as expressly provided for in this Agreement), and the Buyer shall have delivered to the Company a certificate dated the Closing Date, to such effect.

Appears in 2 contracts

Samples: Merger Agreement (First Advantage Corp), Merger Agreement (LOCAL.COM)

Truth of Representations and Warranties. The representations and warranties made by the Purchaser in this Agreement or given on its behalf hereunder shall be substantially accurate true and correct in all material respects on and as of the Closing Date closing date with the same effect as though such representations and warranties had been made or given on and as of the Closing Dateclosing date, except for those representations and warranties that are qualified as to materiality, in which case such representations and warranties shall be true and correct in all respects.

Appears in 2 contracts

Samples: Merger Agreement, Acquisition and Merger Agreement (Serino 1, Corp.)

Truth of Representations and Warranties. The representations and warranties made by the of Purchaser contained in this Agreement or given on its behalf hereunder in any Ancillary Document shall be substantially accurate 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 or given on and as of such date, and Purchaser shall have delivered to Seller a certificate, dated the Closing Date, to such effect.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Irving Capital Corp), Stock Purchase Agreement (Parc Capital Corp)

Truth of Representations and Warranties. The representations and warranties made by the Purchaser of Buyer contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct as of the date of this Agreement and on and as of the Closing Date with the same effect as though such (other than those representations or warranties that expressly relate to an earlier date, which representations and warranties had been made or given on shall be true and correct as of the Closing Datesuch earlier date).

Appears in 2 contracts

Samples: Asset Purchase Agreement (Iconix Brand Group, Inc.), Asset Purchase Agreement (NexCen Brands, Inc.)

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser Sellers contained in this Agreement or given on its behalf hereunder shall be substantially accurate 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 or given on and as of the Closing Datesuch date.

Appears in 2 contracts

Samples: Agreement of Purchase and Sale (WSMP Inc), Purchase Agreement (Outsourcing Solutions Inc)

Truth of Representations and Warranties. The representations and warranties made by the Purchaser Buyer in this Agreement or given on its behalf hereunder shall be substantially accurate 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 or given on and as of the Closing Date.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Safety Kleen Corp/), Stock Purchase Agreement (Safety Kleen Corp/)

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate 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 or given on and as of the Closing Datesuch date.

Appears in 2 contracts

Samples: Ordinary Share Purchase Agreement (Given Imaging LTD), Stock Purchase Agreement (NPR Inc)

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date; and Purchaser shall have delivered to the Stockholders a certificate, dated the Closing Date, to such effect.

Appears in 1 contract

Samples: Stock Purchase Agreement (Oragenics Inc)

Truth of Representations and Warranties. The representations representations, warranties and warranties made by the Purchaser covenants of Sellers contained in this Agreement or given on its behalf hereunder in any Exhibit attached hereto shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Datesuch date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Bioshield Technologies Inc)

Truth of Representations and Warranties. The representations and warranties made by the Purchaser of Purchasers contained in this Agreement or given on its behalf hereunder in any Ancillary Document shall be substantially accurate 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 or given on and as of the Closing Datesuch date.

Appears in 1 contract

Samples: Stock Purchase Agreement

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date, and the Purchaser shall have delivered to the Shareholders a certificate, dated the Closing Date, to such effect.

Appears in 1 contract

Samples: Stock Purchase Agreement (Eye Care Centers of America Inc)

Truth of Representations and Warranties. The representations and warranties made by the Purchaser of Sellers contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Datesuch date.

Appears in 1 contract

Samples: Equity Purchase Agreement (Global Digital Solutions Inc)

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser and Acquisition contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date, and the Purchaser shall have delivered to the Company a certificate, dated the Closing Date, to such effect.

Appears in 1 contract

Samples: Merger Agreement (Interactive Magic Inc /Md/)

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date, and Purchaser shall have delivered to the Stockholder a certificate, dated the Closing Date, to such effect.

Appears in 1 contract

Samples: Stock Purchase Agreement (Inkine Pharmaceutical Co Inc)

Truth of Representations and Warranties. The representations and warranties made by the Purchaser of Buyer contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on true and as of the Closing Date with the same effect as though such representations and warranties had been made or given complete on and as of the Closing Date, with the same effect as if then made.

Appears in 1 contract

Samples: Asset Purchase Agreement (West Marine Inc)

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date, and Purchaser shall have delivered to the Shareholders a certificate signed by the Purchaser’s duly authorized representative, dated the Closing Date, to such effect.

Appears in 1 contract

Samples: Securities Exchange Agreement (Venus Beauty Supply Inc)

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date, and Purchaser shall have delivered to Ascot a certificate, dated the Closing Date, to such effect.

Appears in 1 contract

Samples: Securities Exchange Agreement (Great American Backrub Store Inc)

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser Company and the Sellers contained in this Agreement or given on its behalf hereunder shall be substantially accurate 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 or given on and as of the Closing Datesuch date.

Appears in 1 contract

Samples: Stock Purchase Agreement (NPR Inc)

Truth of Representations and Warranties. The --------------------------------------- representations and warranties made by the of Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate 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 or given on and as of such date, and Purchaser shall have delivered to Seller a certificate, dated the Closing Date, to such effect.

Appears in 1 contract

Samples: Stock Purchase Agreement (Metro-Goldwyn-Mayer Inc)

Truth of Representations and Warranties. The Each of the --------------------------------------- representations and warranties made by the Purchaser Seller in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same force and effect as though such representations representation and warranties warranty had been made or given on and as of the Closing Date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Aviation Sales Co)

Truth of Representations and Warranties. The representations and ----------------------------------------- warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date, and the Purchaser shall have delivered to the Company an officer's certificate, dated the Closing Date, to such effect.

Appears in 1 contract

Samples: Stock Purchase Agreement (Photoloft Com)

Truth of Representations and Warranties. The representations and ------------------------------------------ warranties made by the Purchaser in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Date.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Rascals International Inc)

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate true and correct on and as of such Closing Date other than such representatives and warranties made as of a specific date, which shall be true and correct in all material respects on and as of the Closing Date such date, with the same effect as though such representations and warranties had been made or given on and as of the Closing Datesuch date.

Appears in 1 contract

Samples: Securities Purchase Agreement (Banque Paribas)

Truth of Representations and Warranties. The representations and warranties made by the Purchaser of Seller contained in this Agreement or given on its behalf hereunder shall have been true and correct as of the date of this Agreement and shall be substantially accurate in all material respects on true and correct as of the Closing Date in all material respects with the same force and effect as though if such representations and warranties had been made or given on and as of the such Closing Date.

Appears in 1 contract

Samples: Asset Purchase Agreement (mCloud Technologies Corp.)

Truth of Representations and Warranties. The Each of the --------------------------------------- representations and warranties made by the Purchaser Buyer in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on 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 on and as of the Closing Date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Aviation Sales Co)

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate 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 or given on and as of such date, and the Seller shall have received a certificate signed by an authorized officer of the Purchaser, dated the Closing Date, to such effect.

Appears in 1 contract

Samples: Stock Purchase Agreement (Giant Food Inc)

Truth of Representations and Warranties. The representations and warranties made by Parent Company and the Purchaser Buyer in this Agreement or given on its their behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date closing date with the same effect as though such representations and warranties had been made or given on and as of the Closing Dateclosing date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Paystar Corp)

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Truth of Representations and Warranties. The representations --------------------------------------- and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate true and correct in all material respects on and as of the Closing Date other than such representatives and warranties made as of a specific date, which shall be true and correct in all material respects as of such date, with the same effect as though such representations and warranties had been made or given on and as of the Closing Datesuch date.

Appears in 1 contract

Samples: Securities Purchase Agreement (Clarus Corp)

Truth of Representations and Warranties. The representations and warranties made by the of Purchaser contained in this Agreement or given on its behalf hereunder in any Ancillary Agreement shall have been true and correct as of the date of this Agreement and shall be substantially accurate in all material respects on true and correct as of the Closing Date in all material respects with the same force and effect as though if such representations and warranties had been made or given on and as of such Closing Date except as affected by transactions contemplated or permitted by this Agreement and an officer of Purchaser shall provide a certificate to the Company at Closing Dateconfirming the foregoing.

Appears in 1 contract

Samples: Merger Agreement (Modern Mining Technology Corp.)

Truth of Representations and Warranties. The representations and warranties made by the Purchaser of Purchasers contained in this Agreement or given on its behalf hereunder shall be substantially accurate true and correct in all material respects (to the extent any such representation and warranty is not already qualified by materiality) on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Date, and Purchasers shall have delivered to Seller on the Closing Date a certificate of an authorized officer of each Purchaser, dated the Closing Date, to such effect.

Appears in 1 contract

Samples: Purchase Agreement (Foster Wheeler Corp)

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate true and correct in all material respects on and as of the Closing Date other than such representatives and warranties made as of a specific date, which shall be true and correct in all material respects as of such date, with the same effect as though such representations and warranties had been made or given on and as of the Closing Datesuch date.

Appears in 1 contract

Samples: Securities Purchase Agreement (American Physician Partners Inc)

Truth of Representations and Warranties. The representations and warranties made by the Purchaser of Buyer contained in this Agreement and in any exhibit or given on its behalf hereunder other document delivered pursuant hereto shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Datesuch date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Tib Financial Corp)

Truth of Representations and Warranties. The representations Each representation and warranties warranty made by the Purchaser Buyer in this Agreement or given on its behalf hereunder shall be substantially accurate true and correct in all material respects on and as of the Closing Date with the same force and effect as though such representations representation and warranties warranty had been made or given on and as of the Closing Date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Seec Inc)

Truth of Representations and Warranties. The representations and warranties made by the Purchaser Acquiror in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Date.

Appears in 1 contract

Samples: Merger Agreement (Ishopper Com Inc)

Truth of Representations and Warranties. The representations and warranties made by the of Purchaser contained in this Agreement or given on its behalf hereunder in any Ancillary Document shall be substantially accurate 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 or given on and as of the Closing Datesuch date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Technology Systems International Inc /Fl/)

Truth of Representations and Warranties. The representations and warranties made by the Purchaser of Buyer contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on the date hereof and on and as of the Closing Date with the same effect as though made on and as of such date, except for representations and warranties expressly made only as of a specific date, except for breaches of such representations and warranties had been made which, individually or given on and as of in the Closing Dateaggregate, would not have or reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Stock Purchase Agreement (RenPac Holdings Inc.)

Truth of Representations and Warranties. The representations and warranties made by the Purchaser in this the Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date closing date with the same effect as though such representations and warranties had been made or given on and as of the Closing Dateclosing date.

Appears in 1 contract

Samples: Stock for Stock Acquisition Agreement (Global Seafood Technologies Inc)

Truth of Representations and Warranties. The representations and warranties made by the of Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate 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 or given on and as of the Closing Date.such date. (b)

Appears in 1 contract

Samples: Asset Purchase Agreement

Truth of Representations and Warranties. The representations and warranties made by the Purchaser of Buyers contained in this Agreement or given on its behalf hereunder shall have been true and correct in all material respects as of the date of this Agreement and shall be substantially accurate true and correct in all material respects on and as of the Closing Date Date, with the same effect as though such representations and warranties had been made or given on and as of the Closing Date, except that those representations and warranties that by their terms are qualified by materiality shall be true and correct in all respects.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Quest Resource Corp)

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder in any of the other Transaction Documents shall be substantially accurate true and correct in all material respects on when made and in addition shall be true and correct in all respects at and as of the Closing Date and with the same effect as though such representations and warranties had been made or given on at and as of the Closing DateClosing.

Appears in 1 contract

Samples: Stock Purchase Agreement (I T Technology Inc)

Truth of Representations and Warranties. The representations --------------------------------------- and warranties made by the Purchaser of Purchasers contained in this Agreement or given on its behalf hereunder in any Ancillary Document shall be substantially accurate 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 or given on and as of the Closing Datesuch date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Advantage Opportunity Corp.)

Truth of Representations and Warranties. The representations and warranties made by the Purchaser of Purchasers contained in this Agreement or given on its behalf hereunder shall be substantially accurate 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 or given on and as of the Closing Datesuch date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Harvest Capital Corp)

Truth of Representations and Warranties. The representations and warranties made by the Purchaser Sellers in this Purchase Agreement or given on its behalf hereunder shall be substantially accurate 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 or given on and as of the Closing Datesuch date.

Appears in 1 contract

Samples: Stock and Asset Purchase Agreement (Castle Energy Corp)

Truth of Representations and Warranties. The representations and warranties made by the Purchaser Seller in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date closing date with the same effect as though such representations and warranties had been made or given on and as of the Closing Dateclosing date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Paystar Corp)

Truth of Representations and Warranties. The representations and warranties made by the of Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date, and Purchaser shall have delivered to Seller a certificate, dated the Closing Date, to such effect.

Appears in 1 contract

Samples: Asset Purchase Agreement (Noble International LTD)

Truth of Representations and Warranties. The representations and warranties made by the Purchaser of Buyer contained in this Agreement or given on its behalf hereunder shall have been true and correct as of the date of this Agreement and shall be substantially accurate in all material respects on true and correct as of the Closing Date in all material respects with the same force and effect as though if such representations and warranties had been made or given on and as of the such Closing Date.

Appears in 1 contract

Samples: Asset Purchase Agreement (mCloud Technologies Corp.)

Truth of Representations and Warranties. The representations and warranties made by the Purchaser of Buyer in this Purchase Agreement or given on its behalf hereunder shall be substantially accurate 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 or given on and as of the Closing Datesuch date.

Appears in 1 contract

Samples: Stock and Asset Purchase Agreement (Castle Energy Corp)

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on true at and as of the Closing Date with the same effect closing date as though such representations and warranties had been were made or given on at and as of the Closing Datetransfer date.

Appears in 1 contract

Samples: Acquisition Agreement (Wilon Energy Group Inc)

Truth of Representations and Warranties. The representations represen-tations and warranties made by the Purchaser in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date closing date with the same effect as though such representations and warranties had been made or given on and as of the Closing Dateclosing date.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Total Film Group Inc)

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date, and Purchaser shall have delivered to Stockholder a certificate, dated the Closing Date, to such effect.

Appears in 1 contract

Samples: Stock Purchase Agreement (Indenet Inc)

Truth of Representations and Warranties. The representations and warranties made by the of Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate 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 or given on and as of the Closing Datesuch date.

Appears in 1 contract

Samples: Asset Purchase Agreement (4Licensing Corp)

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser contained in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of such date, and Purchaser shall have delivered to the Shareholders a certificate signed by the Purchaser's duly authorized representative, dated the Closing Date, to such effect.

Appears in 1 contract

Samples: Securities Exchange Agreement (Used Kar Parts Inc)

Truth of Representations and Warranties. The representations and warranties made by each of the Purchaser Sellers in this Agreement or given on its behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Paystar Communications Corp)

Truth of Representations and Warranties. The representations and warranties made by of the Purchaser Purchasers contained in this Agreement or given on its behalf hereunder shall be substantially accurate 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 or given on and as of the Closing Datesuch date.

Appears in 1 contract

Samples: Purchase Agreement (Outsourcing Solutions Inc)

Truth of Representations and Warranties. The Purchaser's representations and warranties made by the Purchaser contained in this Agreement or given on its behalf hereunder agreement shall be substantially accurate true in all material respects on and as of the Closing Date (except for representations and warranties made with respect to a specific date other than the Closing Date which shall be true in all material respects on and as of such date) with the same effect as though such the representations and warranties had been were made or given on and as of the Closing Date.

Appears in 1 contract

Samples: Global Agreement (National Techteam Inc /De/)

Truth of Representations and Warranties. The representations and warranties made by Purchaser and the Purchaser Subsidiary in this Agreement or given on its their behalf hereunder shall be substantially accurate in all material respects on and as of the Closing Date closing date with the same effect as though such representations and warranties had been made or given on and as of the Closing Dateclosing date.

Appears in 1 contract

Samples: Asset Purchase Agreement (Paystar Corp)

Truth of Representations and Warranties. The representations and warranties made by the Purchaser in this Agreement or given on its behalf hereunder shall be substantially accurate in all a material respects on and as of the Closing Date with the same effect as though such representations and warranties had been made or given on and as of the Closing Date.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Paystar Communications Corp)

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