Performance of Obligations of the Company and the Seller Sample Clauses

Performance of Obligations of the Company and the Seller. The Company and the Seller shall have performed in all material respects all obligations required to be performed by them under this Agreement at or prior to the Closing.
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Performance of Obligations of the Company and the Seller. The Company and the Seller shall have performed in all material respects all obligations and covenants required to have been performed by them under this Agreement and the Related Documents, as of the Effective Time.
Sample 1
Performance of Obligations of the Company and the Seller. The Company and the Seller shall have performed or complied in all material respects after giving effect to any supplement, update, amendment or waiver with respect thereto pursuant to Sections 5.08(a) or 6.05) with all obligations and covenants required by this Agreement to be performed or complied with by the Company and the Seller, at or prior to the Closing and Purchaser shall have received (i) a certificate signed by an authorized officer of the Company with respect to the obligations and covenants of the Company to such effect, and (ii) a certificate signed by an authorized officer of the Seller with respect to the obligations and covenants of the Seller to such effect.
Sample 1
Performance of Obligations of the Company and the Seller. Each of the Company and the Seller shall have performed and complied in all material respects with all covenants required to be performed by it under this Agreement on or prior to the Closing Date, and the Buyer shall have received a separate certificate signed on behalf of the Company and the Seller to the effect the condition set forth in this Section 8.2(b) has been satisfied as they relate to the Company and the Seller, respectively.
Sample 1
Performance of Obligations of the Company and the Seller. The Company, the NY Subsidiary and the Seller shall have performed in all material respects all obligations and covenants required to be performed by it under this Agreement and the Related Documents as of the Closing Date (except for the covenants set forth in Section 1.3, which shall have been performed in their entirety), and the Purchaser shall have received a certificate to that effect signed by the Seller.
Sample 1

Related to Performance of Obligations of the Company and the Seller

  • Performance of Obligations of the Company The Company shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date, and Parent shall have received a certificate signed on behalf of the Company by the chief executive officer and the chief financial officer of the Company to such effect.

  • Indemnification of the Company and the Guarantors Each Initial Purchaser agrees, severally and not jointly, to indemnify and hold harmless the Company, each of the Guarantors, each of their respective directors and officers and each person, if any, who controls the Company or any of the Guarantors within the meaning of Section 15 of the Securities Act or Section 20 of the Exchange Act to the same extent as the indemnity set forth in paragraph (a) above, but only with respect to any losses, claims, damages or liabilities that arise out of, or are based upon, any untrue statement or omission or alleged untrue statement or omission made in reliance upon and in conformity with any information relating to such Initial Purchaser furnished to the Company in writing by such Initial Purchaser through the Representative expressly for use in the Preliminary Offering Memorandum, any of the other Time of Sale Information, any Issuer Written Communication or the Offering Memorandum (or any amendment or supplement thereto), it being understood and agreed upon that the only such information furnished by any Initial Purchaser consists of the following information in the Preliminary Offering Memorandum and the Offering Memorandum: the information contained in the first and second sentences of the thirteenth paragraph and in the fifteenth paragraph, in each case under the caption “Plan of Distribution.”

  • Performance of Obligations of Seller Seller shall have performed or complied in all material respects with all obligations and covenants required by this Agreement to be performed or complied with by Seller by the time of the Closing.

  • Further Agreements of the Company and the Guarantors The Company and each of the Guarantors jointly and severally covenant and agree with each Initial Purchaser that:

  • REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE SELLERS The Company and each Seller, jointly and severally, hereby represents and warrants to the Purchaser that:

  • Agreements of the Company and the Guarantors The Company and the Guarantors, jointly and severally, agree with each of the Initial Purchasers as follows:

  • Representations and Warranties of the Company and the Guarantors The Company and the Guarantors jointly and severally represent and warrant to each Initial Purchaser that:

  • Further Agreements of the Company and the Underwriters (a) The Company agrees:

  • Performance of Obligations of Buyer Buyer shall have performed in all material respects all obligations required to be performed by it under this Agreement at or prior to the Closing Date.

  • REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND THE STOCKHOLDERS 8 Section 4.01 By the Company and Each Stockholder..................... 8

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