Covenants of Seller and Member. Seller and Member hereby jointly and severally covenant and agree with Buyer as follows:
Covenants of Seller and Member. Seller and Member hereby covenant and agree that they shall (a) use commercially reasonable efforts to cause all of their representations and warranties set forth in this Agreement, as qualified by the Disclosure Schedules, to be true on and as of the Closing Date or provide explanation in an amendment to the Disclosure Schedule; (b) use commercially reasonable efforts to cause all of their obligations that are to be fulfilled on or prior to the Closing Date to be so fulfilled; (c) use commercially reasonable efforts to cause all conditions to the Closing set forth in this Agreement to be satisfied on or prior to the Closing Date; and (d) deliver to Purchasers at the Closing the documents or instruments required to be delivered pursuant to Article 9.4, including the Seller’s Certificate (with such additions or exceptions to such items as are necessary to make the statements set forth in such items accurate, provided that if any of such additions or exceptions cause any of the conditions to Purchasers’ obligations as set forth in Article 10 not to be fulfilled, such additions and exceptions shall in no way limit the rights of Purchasers to terminate this Agreement or refuse to consummate the Transaction under Article 10 or Article 16).
Covenants of Seller and Member
