Accuracy of Representations and Warranties; Closing Certificate Sample Clauses

Accuracy of Representations and Warranties; Closing Certificate. (a) The representations and warranties of Seller contained in this Agreement or in any other Document shall be true and correct in all material respects on the date hereof, and at the Closing Date with same effect as though made at such time except for changes permitted hereunder.
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Accuracy of Representations and Warranties; Closing Certificate. (a) The representations and warranties of Seller contained in this Agreement or in any other Document shall be complete and correct in all material respects on the date hereof and at the Closing Date with same effect as though made at such time except for changes that are not materially adverse to the Station or the Sale Assets taken as a whole.
Accuracy of Representations and Warranties; Closing Certificate. Except for any changes permitted by the terms of this Agreement or consented to in writing by Buyer, each of the representations and warranties made by Seller in this Agreement or in any certificate delivered pursuant to Section 9.2 that is qualified as to knowledge or materiality shall be true and correct in all respects when made and shall be true and correct in all respects at and as of the Closing as though such representations and warranties were made or given on and as of the Closing, and each of such representations and warranties that is not qualified as to knowledge or materiality shall be true and correct when made and shall be true and correct in all material respects at and as of the Closing as though such representations and warranties were made or given on and as of the Closing. For purposes of determining whether the representations and warranties made by the Seller pursuant to this Agreement are true and correct at and as of the Closing, the Schedules and Exhibits shall be deemed to include only that information contained therein on the date such Schedules and Exhibits are acknowledged pursuant to Section 12.13 and, and shall be deemed to exclude any information disclosed to Buyer pursuant to Section 6.2 or otherwise.
Accuracy of Representations and Warranties; Closing Certificate. (a) The representations and warranties of Sunrise contained in this Agreement or in any other Document shall be true and correct in all material respects on the date hereof, and at the applicable Closing Date with same effect as though made at such time except for changes permitted hereunder.
Accuracy of Representations and Warranties; Closing Certificate. (a) Each of the representations and warranties of Investor contained in this Agreement or in any other Document to which Investor is a party shall be true and correct in all material respects on and as of the date of this Agreement, and on and as of the Closing Date with the same effect as though made on and as of the Closing Date except for changes that are not materially adverse to Xxxxxxxx.
Accuracy of Representations and Warranties; Closing Certificate. (a) The representations and warranties of the Selling Parties contained in this Agreement or in any other Document shall be true and correct in all material respects on the date of this Agreement, and on and as of the Closing Date (except for representations and warranties that speak as of a specific date or time which need only be true and complete as of such date or time) with the same effect as though made on and as of the Closing Date except for changes permitted under this Agreement and except where the failure to be true and complete (determined without regard to any materiality or Knowledge qualifications therein) does not have a Material Adverse Effect.
Accuracy of Representations and Warranties; Closing Certificate. (a) The representations and warranties of Seller contained in this Agreement or in any other Document shall be complete and correct in all material respects on the date hereof and at the Closing Date with same effect as though made at such time except for changes that are not materially adverse to the Station or the Sale Assets taken as a whole; provided, however, that the accuracy of Seller's representations or warranties shall not be a condition precedent to Buyer's obligation to close if the representation or warranty are made untrue by the acts, errors, or omissions of Buyer in its capacity as programmer under the LMA agreement.
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Accuracy of Representations and Warranties; Closing Certificate. Except for any changes permitted by the terms of this Agreement or consented to in writing by Buyer, each of the representations and warranties made by Seller in this Agreement or in any certificate delivered pursuant to Section 9.2(e) that is qualified as to Knowledge or materiality shall be true and correct in all respects when made and shall be true and correct in all respects at and as of the Closing as though such representations and warranties were made or given on and as of the Closing, and each of such representations and warranties that is not qualified as to Knowledge or materiality shall be true and correct when made and shall be true and correct in all material respects at and as of the Closing as though such representations and warranties were made or given on and as of the Closing.
Accuracy of Representations and Warranties; Closing Certificate. (a) The representations and warranties of Sellers contained in this Agreement or in any other Document 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 the Closing Date (except for changes permitted hereunder and except for representations and warranties that speak as of a specific date or time other than the Closing Date (which need only be true and correct in all material respects as of such date or time)), except to the extent that the failure of such representations and warranties to be true and correct shall not have had, or be reasonably expected to have, a Material Adverse Effect.
Accuracy of Representations and Warranties; Closing Certificate. Except for any changes permitted by the terms of this Agreement or consented to in writing by Buyer, each of the representations and warranties made by Seller in this Agreement or in any certificate delivered pursuant to Section 9.2 shall be true and correct in all respects when made and shall be true and correct in all respects at and as of the Closing as though such representations and warranties were made or given on and as of the Closing. In the event the Seller provides Buyer with revisions to the Schedules and Exhibits contained in the Seller Disclosure Letter after the Effective Date and prior to Closing, then the condition to Buyer’s obligation to close contained in this Section 7.1 shall not be deemed satisfied unless Buyer agrees to such revisions. In the event Buyer proceeds to close without terminating this Agreement as a result of such revisions, then such condition shall be deemed waived.
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