Accuracy on Closing Date Sample Clauses

Accuracy on Closing Date. Each representation and warranty set forth in this Article II and all information contained in any certificate delivered by or on behalf of the Purchaser pursuant to this Agreement shall be true and correct as of the time of the Closing as though then made, except (a) as affected by the transactions expressly contemplated by this Agreement, and (b) to the extent that such representation and warranty relates specifically to an earlier date.
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Accuracy on Closing Date. Each representation and warranty set forth in this Article III and all information contained in any certificate delivered by or on behalf of such Seller pursuant to this Agreement shall be true and correct in all material respects as of the time of the Closing as though then made (giving effect to any amended and restated Schedule to this Agreement submitted to the Purchaser prior to the Closing in accordance with Section 5.4), except (a) as affected by the transactions expressly contemplated by this Agreement and (b) to the extent that such representation and warranty expressly relates solely to an earlier date.
Accuracy on Closing Date. Each representation and warranty set forth in this Article 5 and all information contained in any certificate delivered by or on behalf of Purchaser pursuant to this Agreement will be true and correct as of the time of the Closing as though then made, except to the extent that Purchaser has advised Seller otherwise in writing prior to the Closing.
Accuracy on Closing Date. Each representation and warranty set forth in this Article 6 and all information contained in any exhibit, schedule or attachment to this Agreement or in any certificate or other writing delivered by, or on behalf of, Seller to Purchaser will be true and correct as of the time of the Closing as though then made, except (i) as affected by the transactions expressly contemplated by the Transaction Documents, (ii) to the extent that such representation or warranty relates solely to an earlier date and (iii) to the extent that Seller has advised Purchaser otherwise in writing prior to the Closing.
Accuracy on Closing Date. Each representation and warranty set forth in this Article II and all information contained in any certificate delivered by or on behalf of the Purchaser pursuant to this Agreement shall be true and correct as of the time of the Closing as though then made, except: (a) as affected by the transactions expressly contemplated by this Agreement; (b) to the extent that such representation and warranty relates solely to an earlier date; and (c) as affected by any assignment permitted pursuant to Section 9.6, provided that the Purchaser will not be relieved of any breach by it of this Agreement occurring prior to any such permitted assignment.
Accuracy on Closing Date. Each representation and warranty set forth in this Article 2 and all information contained in any certificate delivered by or on behalf of RBC or Newco pursuant to this Agreement will be true and correct as of the time of the Closing as though then made, except (a) as affected by the transactions expressly contemplated hereby and (b) to the extent that such representation or warranty by its terms relates solely to an earlier date.
Accuracy on Closing Date. Each representation and warranty set forth in this Section 3 and all information contained in any certificate delivered by or on behalf of SLC pursuant to this Agreement will be true and correct as of the time of the Closing as though then made.
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Accuracy on Closing Date. Except as a result of the merger or other combination of the LMS Subsidiaries permitted by the proviso to the first sentence of Section 8B hereof, each representation and warranty set forth in this Section 4 and all information contained in any certificate delivered by or on behalf of the LMS Shareholders pursuant to this Agreement will be true and correct as of the time of the Closing as though then made.

Related to Accuracy on Closing Date

  • Closing; Closing Date Closing" and "Closing Date" have the meanings set forth in Section 5.3.

  • Covenants of Buyer Prior to Closing Date Between the date of this Agreement and the Closing Date, Buyer will use its Best Efforts to cause the conditions in Section 8 to be satisfied.

  • Initial Closing Date The obligation of each Buyer hereunder to purchase the Initial Preferred Shares at the Initial Closing is subject to the satisfaction, at or before the Initial Closing Date, of each of the following conditions, provided that these conditions are for each Buyer's sole benefit and may be waived by such Buyer at any time in its sole discretion:

  • The First Closing Date Delivery of certificates for the Firm Shares to be purchased by the Underwriters and payment therefor shall be made at the offices of Xxxxxxxxx & Xxxxxxx LLP (or such other place as may be agreed to by the Company and the Representatives) at 9:00 a.m. New York City time, on [•], or such other time and date not later than 1:30 p.m. New York City time, on [•] as the Representatives shall designate by notice to the Company (the time and date of such closing are called the “First Closing Date”). The Company hereby acknowledges that circumstances under which the Representatives may provide notice to postpone the First Closing Date as originally scheduled include, but are not limited to, any determination by the Company or the Representatives to recirculate to the public copies of an amended or supplemented Prospectus or a delay as contemplated by the provisions of Section 11.

  • Closing Deliveries of Buyer At or prior to the Closing, Buyer shall deliver, or cause to be delivered, the following:

  • CLOSING AND CLOSING DATE 3.1. The Closing Date shall be December 3, 2005, or such other date as the parties may agree. All acts taking place at the Closing shall be deemed to take place simultaneously as of immediately after the close of business on the Closing Date unless otherwise agreed to by the parties. The close of business on the Closing Date shall be as of 4:00p.m.,

  • Extension of Closing Date Contributor and Acquirer hereby agree to amend Sections 3.1(g) and 3.2(g) of the Contract to provide as follows: The Closing shall have occurred on or prior to June 30, 2005. Contributor and Acquirer hereby agree to amend Section 4.1 of the Contract to provide as follows: The consummation and closing (the “Closing”) of the transactions contemplated under this Agreement shall take place at the offices of Hunton & Wxxxxxxx LLP, Washington, D.C., or such other place as is mutually agreeable to the parties, on the date of the closing of the IPO (the “Closing Date”), or as otherwise set by agreement of the parties; provided, however, that this Agreement shall terminate if Closing does not occur prior to June 30, 2005.

  • Purchaser’s Closing Deliveries At the Closing, the Purchaser shall deliver or cause to be delivered to the Vendor the following documents and payments:

  • Purchaser Closing Deliveries At the Closing, Purchaser shall deliver, or cause to be delivered, the following:

  • After the Closing Date Buyer shall accept payment of all accounts receivable in the normal course of conducting the Business. Upon payment of any amounts from Delinquent Members, Buyer shall credit such payment first to the amounts owed by such Delinquent Member indicated on the Seller Receivable List, and then for Buyer's account.

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