Common use of Truth of Representations and Warranties Clause in Contracts

Truth of Representations and Warranties. The representations and warranties of Purchaser contained in this Agreement shall be true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made on and as of such date, and Purchaser shall have delivered to Sellers on the Closing Date a certificate, dated the Closing Date, to such effect. There shall have been no material adverse change to Purchaser since December 31, 1999.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Weststar Environmental Inc), Stock Purchase Agreement (Weststar Environmental Inc)

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Truth of Representations and Warranties. The representations and warranties of Purchaser 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 and as of such datethe Closing Date, and Purchaser shall have delivered to Sellers on the Closing Date a certificatecertificate of an authorized officer of Purchaser, dated the Closing Date, to such effect. There shall have been no material adverse change to Purchaser since December 31, 1999.

Appears in 2 contracts

Samples: Plan and Agreement of Reorganization (Castle Dental Centers Inc), Asset Purchase Agreement (Castle Dental Centers Inc)

Truth of Representations and Warranties. The representations and warranties of Purchaser 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 and as of such datethe Closing Date, and Purchaser shall have delivered to the Sellers on the Closing Date a certificatecertificate of an authorized officer, dated the Closing Date, to such effect. There shall have been no material adverse change to Purchaser since December 31, 1999.

Appears in 1 contract

Samples: Stock Purchase Agreement (Overstock Com Inc)

Truth of Representations and Warranties. The representations and warranties of the Purchaser 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 and as of such date, and the Purchaser shall have delivered to Sellers on the Closing Date Seller an officer's certificate, signed by the President or a certificateVice President of the Purchaser, dated the Closing Date, to such effect. There shall have been no material adverse change to Purchaser since December 31, 1999.

Appears in 1 contract

Samples: Asset Purchase Agreement (National Auto Credit Inc)

Truth of Representations and Warranties. The representations and warranties of Purchaser contained in this Agreement shall be true and correct on and as of the Closing Date with the same force and effect as though if such representations and warranties had been made on and as of such date, date and Purchaser shall have executed and delivered to Sellers on Vendor a bring-down certificate to that effect (the “Purchaser’s Closing Date a certificate, dated the Closing Date, to such effect. There shall have been no material adverse change to Purchaser since December 31, 1999Certificate”).

Appears in 1 contract

Samples: Asset Purchase Agreement (Optimal Group Inc)

Truth of Representations and Warranties. The representations and warranties of the Purchaser contained in this Agreement shall be true and correct in all material respects as of the date of this Agreement and as of the Closing Date, as though made on and as of the Closing Date with and an executive officer of the same effect as though such representations and warranties had been made on and as of such date, and Purchaser shall have delivered to the Sellers on the Closing Date a certificate, dated the Closing Date, to such effect. There shall have been no material adverse change to Purchaser since December 31, 1999.

Appears in 1 contract

Samples: Asset Purchase Agreement (Watley a B Group Inc)

Truth of Representations and Warranties. The representations and warranties of Purchaser contained in this Agreement and in any certificate delivered by Purchaser in accordance with the terms hereof 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 and as of such date, and Purchaser shall have delivered to Sellers on the Closing Date Seller a certificate, dated the Closing Date, to such effect. There shall have been no material adverse change to Purchaser since December 31, 1999.

Appears in 1 contract

Samples: Stock Purchase Agreement (Career Education Corp)

Truth of Representations and Warranties. The representations and warranties of the Purchaser contained in this Agreement shall be true and correct on and as of the Closing Date with the same effect as though such representations and warranties had been made on and as of such date, and the Purchaser shall have delivered to Sellers on the Closing Date a Company an officer's certificate, dated the Closing Date, to such effect. There shall have been no material adverse change to Purchaser since December 31, 1999.

Appears in 1 contract

Samples: Stock Purchase Agreement (Intellect Capital Group LLC)

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Truth of Representations and Warranties. The representations and warranties of the Purchaser contained in this Agreement shall be true and correct in all respects on and as of the Closing Date with the same effect as though such representations and warranties had been made on and as of such date, and Purchaser the Sellers shall have delivered to Sellers on received a certificate signed by an authorized officer of the Closing Date a certificatePurchaser, dated the Closing Date, to such effect. There shall have been no material adverse change to Purchaser since December 31, 1999.

Appears in 1 contract

Samples: Stock Purchase Agreement (American Bankers Insurance Group Inc)

Truth of Representations and Warranties. The representations and warranties of Purchaser 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 and as of such date, and Purchaser shall have delivered to Sellers on the Closing Date Seller a certificate, dated the Closing Date, to such effect. There shall have been no material adverse change to Purchaser since December 31, 1999.

Appears in 1 contract

Samples: Merger Agreement (First Aviation Services Inc)

Truth of Representations and Warranties. The representations and warranties of Purchaser 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 and as of such datethe Closing Date, and Purchaser shall have delivered to Sellers the Shareholder on the Closing Date a certificatecertificate of an authorized officer of Purchaser, dated the Closing Date, to such effect. There shall have been no material adverse change to Purchaser since December 31, 1999.

Appears in 1 contract

Samples: Merger Agreement (Castle Dental Centers Inc)

Truth of Representations and Warranties. The representations and warranties of Purchaser contained in this Agreement shall be true and correct in all material respects on and as of the Initial Closing Date with the same effect as though such representations and warranties had been made on and as of such date, and Purchaser shall have delivered to Sellers on the Closing Date Seller a certificate, dated the Initial Closing Date, Date to such effect. There shall have been no material adverse change to Purchaser since December 31, 1999.

Appears in 1 contract

Samples: Stock Purchase Agreement (Cross Continent Auto Retailers Inc M&l)

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