REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Date and as of the Closing:
Appears in 20 contracts
Samples: Patent Purchase Agreement (NeuroMind AI Corp.), Patent Purchase Agreement and Consulting Agreement (Bioadaptives, Inc.), Patent Purchase Agreement
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Closing Date and as of the Closingfollows:
Appears in 18 contracts
Samples: Asset Purchase Agreement (Yuenglings Ice Cream Corp), Plan of Merger (Ascend Wellness Holdings, LLC), Plan of Merger (Ascend Wellness Holdings, LLC)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Date date hereof and as of the ClosingClosing Date as follows:
Appears in 15 contracts
Samples: Purchase and Sale Agreement (Sutro Biopharma, Inc.), Securities Purchase Agreement (Hillenbrand, Inc.), Stock Purchase Agreement (American Greetings Corp)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. The Purchaser hereby represents and warrants to the Seller as follows that, as of the Effective Date date hereof and as of the ClosingClosing Date:
Appears in 8 contracts
Samples: Purchase Agreement (Caterpillar Financial Asset Trust 2005-A), Purchase Agreement (Caterpillar Financial Asset Trust 2004-A), Purchase Agreement (Caterpillar Financial Funding Corp)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Execution Date and as of the ClosingClosing Date the following:
Appears in 7 contracts
Samples: Purchase and Sale Agreement (SM Energy Co), Purchase and Sale Agreement (Riley Exploration Permian, Inc.), Purchase and Sale Agreement (Energy Resources 12, L.P.)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows thatSeller, as of the Effective Date and Closing Date, as of the Closingfollows:
Appears in 6 contracts
Samples: Purchase and Sale Agreement (Amarin Corp Plc\uk), Purchase and Sale Agreement (Ophthotech Corp.), Purchase and Sale Agreement (Amarin Corp Plc\uk)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of that on the Effective Date date hereof and as of on each day thereafter to the ClosingClosing Date:
Appears in 6 contracts
Samples: Asset Purchase Agreement (Masada Security Holdings Inc), 1 Asset Purchase Agreement (Masada Security Holdings Inc), Asset Purchase Agreement (Masada Security Holdings Inc)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Date date hereof and as of the ClosingClosing Date as follows:
Appears in 6 contracts
Samples: Equity Purchase Agreement (Body & Mind Inc.), Assignment and Assumption Agreement (BlackRidge Technology International, Inc.), Asset Purchase Agreement (Grote Molen Inc)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Date date hereof and as of the ClosingClosing Date:
Appears in 6 contracts
Samples: Asset Purchase Agreement (Alto Ingredients, Inc.), Purchase and Sale Agreement, Asset Purchase Agreement (Huffy Corp)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Date and as of the ClosingDate:
Appears in 6 contracts
Samples: Assignment Agreement (TrueNorth Quantum Inc.), Assignment Agreement (Marathon Patent Group, Inc.), Assignment Agreement (Marathon Patent Group, Inc.)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows thatSeller, as of the Effective Date and as of the ClosingClosing Date, as follows:
Appears in 5 contracts
Samples: Asset Purchase Agreement (GenOn Energy, Inc.), Purchase and Sale Agreement (Cleco Corp), Purchase and Sale Agreement (Entergy Gulf States Inc)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, that as of the Effective Date this date and as of the date of the Closing:
Appears in 5 contracts
Samples: Real Estate Purchase and Sale Agreement, Real Estate Purchase and Sale Agreement (Plum Creek Timber Co Inc), Real Estate Purchase and Sale Agreement (Greif Inc)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. The Purchaser hereby represents and warrants to the Seller and covenants with the Seller, as follows that, as of the Effective Date date hereof and as of the ClosingClosing Date:
Appears in 4 contracts
Samples: Asset Acquisition Agreement, Asset Acquisition Agreement (Icon Vapor, Inc.), Asset Acquisition Agreement (Claridge Ventures, Inc.)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows the Sellers that, as of the Effective Date date hereof and as of the ClosingClosing Date:
Appears in 4 contracts
Samples: Asset and Stock Purchase Agreement, Asset and Stock Purchase Agreement (Sensata Technologies Holding N.V.), Asset and Stock Purchase Agreement (Sensata Technologies B.V.)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. As of the Effective Date, Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Date and as of the Closing:
Appears in 4 contracts
Samples: Agreement of Sale and Purchase (Host Funding Inc), Agreement of Sale and Purchase (Host Funding Inc), Agreement of Sale and Purchase (Host Funding Inc)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows thatSeller, as of the Effective Date Time and as of the ClosingClosing Date, that:
Appears in 4 contracts
Samples: Membership Interest (Exco Resources Inc), Membership Interest (Exco Resources Inc), Membership Interest (Exco Resources Inc)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, that as of the Effective Date date hereof and as of the ClosingClosing Date:
Appears in 4 contracts
Samples: Purchase and Sale Agreement (Condor Hospitality Trust, Inc.), Purchase and Sale Agreement (Condor Hospitality Trust, Inc.), Purchase and Sale Agreement (Condor Hospitality Trust, Inc.)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Date date hereof and as of the ClosingClosing Date that:
Appears in 4 contracts
Samples: Stock Purchase and Sale Agreement (International Seaways, Inc.), Stock Purchase and Sale Agreement (Euronav NV), Membership Interest Purchase Agreement
REPRESENTATIONS AND WARRANTIES OF PURCHASER. As of the Effective Date, the Purchaser hereby represents and warrants to the Seller as follows that, as of the Effective Date and as of the Closingfollows:
Appears in 4 contracts
Samples: Stock Purchase Agreement (Telemig Celular Participacoes Sa), Stock Purchase Agreement (Telemar Norte Leste S.A.), Stock Purchase Agreement (Vivo Participacoes S.A.)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows thatthe Sellers, as of the Effective Date date hereof and as of the ClosingClosing Date, as follows:
Appears in 4 contracts
Samples: Stock Purchase Agreement (AHP Title Holdings LLC), Escrow Agreement, Stock Purchase Agreement and Other Covenants (Telefonica Brasil S.A.)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, Sellers as of the Effective Date date hereof and as of the ClosingClosing Date that:
Appears in 4 contracts
Samples: Share Purchase Agreement (SLP Cathay Holdings Ltd.), Share Purchase Agreement (SLP Cathay Holdings Ltd.), Share Purchase Agreement (SLP Cathay Holdings Ltd.)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Date and as of the ClosingClosing Date as follows:
Appears in 3 contracts
Samples: Form of Asset Purchase Agreement (Inspire Veterinary Partners, Inc.), Form of Asset Purchase Agreement (Inspire Veterinary Partners, Inc.), Asset Purchase Agreement (Resolute Forest Products Inc.)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, Sellers as of the Effective Execution Date and as of the ClosingClosing Date the following:
Appears in 3 contracts
Samples: Purchase and Sale Agreement, Registration Rights Agreement (Black Stone Minerals, L.P.), Purchase and Sale Agreement (Black Stone Minerals, L.P.)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to each Seller as follows that, as of the Effective Date and as of the ClosingFirst Closing Date as follows:
Appears in 3 contracts
Samples: Share Purchase Agreement, Share Purchase Agreement (INPHI Corp), Share Purchase Agreement (INPHI Corp)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Date and as of the ClosingClosing (or in the case of representations and warranties that speak of a specified date, as of such specified date) that the following statements are true and correct:
Appears in 3 contracts
Samples: License Purchase Agreement (DISH Network CORP), License Purchase Agreement (T-Mobile US, Inc.), License Purchase Agreement
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, that as of the Effective Date date hereof and as of the ClosingClosing Date:
Appears in 3 contracts
Samples: Stock Purchase Agreement, Stock Purchase Agreement (BioTelemetry, Inc.), Stock Purchase Agreement (CardioNet, Inc.)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of that at the Effective Execution Date and as of on the ClosingClosing Date:
Appears in 3 contracts
Samples: Share Purchase Agreement (Southeast Airport Group), Share Purchase Agreement (Southeast Airport Group), Share Purchase Agreement (Southeast Airport Group)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, that as of the Effective Date date hereof and as of the Closing:
Appears in 3 contracts
Samples: Share Purchase Agreement (Glatfelter Corp), Share Purchase Agreement, Share Purchase Agreement (Glatfelter P H Co)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, Sellers as of the Effective Date date hereof and as of the ClosingClosing Date (as though made on the Closing Date) as follows:
Appears in 3 contracts
Samples: Contribution Agreement (Proficient Auto Logistics, Inc), Stock Purchase Agreement (Proficient Auto Logistics, Inc), Stock Purchase Agreement (Proficient Auto Logistics, Inc)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, Sellers as of the Effective date hereof and the Closing Date and as of the Closingfollows:
Appears in 3 contracts
Samples: Company Purchase Agreement (T-3 Energy Services Inc), Merger and Unit Purchase Agreement (Chemtura CORP), Stock Purchase Agreement (T-3 Energy Services Inc)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Closing Date and as of the Closingfollows:
Appears in 3 contracts
Samples: Asset Purchase Agreement (PVC Container Corp), LLC Interest Purchase Agreement (Wellsford Real Properties Inc), Asset Purchase Agreement (Childrens Wonderland Inc)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Date and as of the ClosingClosing Date:
Appears in 3 contracts
Samples: Asset Purchase and Contribution Agreement (Priority Technology Holdings, Inc.), Asset Purchase Agreement (Pc Tel Inc), Asset Purchase Agreement (Lithium Technology Corp)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. As of the date hereof and as of the Closing Date, Purchaser hereby represents and warrants to Seller as follows that, as each of the Effective Date and as of the Closingfollowing:
Appears in 3 contracts
Samples: Agreement of Purchase and Sale (Ugly Duckling Corp), Agreement of Purchase (Ugly Duckling Corp), Agreement of Purchase and Sale (Ugly Duckling Corp)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, the Sellers as of the Effective Date date hereof and as of the ClosingClosing Date as follows:
Appears in 3 contracts
Samples: Stock Purchase Agreement (Progress Software Corp /Ma), Stock Purchase Agreement (Better Choice Co Inc.), Membership Interest Purchase Agreement (Lions Gate Entertainment Corp /Cn/)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, each of the Sellers as of the Effective Date date hereof and as of the ClosingClosing Date, as set forth in this Article IV:
Appears in 2 contracts
Samples: Escrow Agreement (Rafaella Apparel Group,inc.), Escrow Agreement (Perry Ellis International Inc)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller Sellers as follows that, as of the Effective Date date hereof and as of the Closing:
Appears in 2 contracts
Samples: Asset Purchase Agreement (McAfee, Inc.), Asset Purchase Agreement (Secure Computing Corp)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Effective as of the Agreement Date and the Closing Date, Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Date and as of the Closing:
Appears in 2 contracts
Samples: Asset Purchase Agreement (PPL Electric Utilities Corp), Asset Purchase Agreement (Pinnacle West Capital Corp)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Date and as of the ClosingClosing Date as follows:
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Otter Tail Corp), Purchase and Sale Agreement (Otter Tail Corp)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows thatof the Closing Date, as of the Effective Date and as of the Closingfollows:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Alliqua BioMedical, Inc.), Asset Purchase Agreement (Spindle, Inc.)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. The Purchaser hereby represents and warrants to the Seller as follows that, as of the Effective Date date of this Agreement and as of the ClosingClosing Date:
Appears in 2 contracts
Samples: Share Purchase Agreement (Saieh Bendeck Alvaro), Share Purchase Agreement (Itau Unibanco Holding S.A.)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. As of the Effective Date and again as of each Closing, Purchaser hereby represents and warrants to Seller and the Company as follows that, as of the Effective Date and as of the Closingfollows:
Appears in 2 contracts
Samples: Stock Transfer Agreement (Zynerba Pharmeceuticals, Inc.), Stock Transfer Agreement (Zynerba Pharmeceuticals, Inc.)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Date date hereof and as of the Closing:
Appears in 2 contracts
Samples: Membership Interest Purchase Agreement (EV Energy Partners, LP), Membership Interest Purchase Agreement (EV Energy Partners, LP)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. The Purchaser hereby represents and warrants to Seller as follows thatthe Seller, as of the Effective Date and Date, and, except to the extent specifically related to an earlier date, again as of the ClosingClosing Date (and with respect to the Additional Purchased Shares, again as of each of the Deferred Closing Dates), as follows:
Appears in 2 contracts
Samples: Share Purchase Agreement (S.B. Israel Telecom Ltd.), Joinder Agreement (Ben Dov Ilan)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser The Purchaser, where applicable, hereby represents and warrants to Seller as follows that, as of Sellers on the Effective Date date hereof and as of the ClosingClosing Date as follows:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Distributed Energy Systems Corp), Asset Purchase Agreement (Distributed Energy Systems Corp)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller Sellers as follows that, as of the Effective Date date hereof and as of the ClosingClosing Date:
Appears in 2 contracts
Samples: Share Purchase Agreement (Jinglong Group Co., Ltd.), Share Purchase Agreement (JA Solar Holdings Co., Ltd.)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows the Sellers that, as of the Effective Date hereof and as of the ClosingClosing Date:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Horizon Health Corp /De/), Member Interests Purchase Agreement (Horizon Health Corp /De/)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of that on the Effective Date and as of the ClosingClosing Date:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Midway Games Inc), Stock Purchase Agreement (Midway Games Inc)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Date date hereof and as of the ClosingClosing as follows:
Appears in 2 contracts
Samples: Equity Purchase Agreement (ZimVie Inc.), Stock Purchase Agreement (Integra Lifesciences Holdings Corp)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, (as of the Effective Date date hereof and as of the ClosingClosing Date as if made on the Closing Date) as follows:
Appears in 2 contracts
Samples: Asset Purchase Agreement (JPS Industries Inc), Asset Purchase Agreement (JPS Textile Group Inc /De/)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. The Purchaser hereby represents and warrants to the Seller as follows that, that as of the Effective Date and (or, if made as of the Closing:a specified date, as of such date):
Appears in 2 contracts
Samples: Renewal Rights and Asset Purchase Agreement (Amtrust Financial Services, Inc.), Renewal Rights and Asset Purchase Agreement (Amtrust Financial Services, Inc.)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Date date hereof and as of the ClosingClosing Date:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Argo Digital Solutions Inc), Asset Purchase Agreement (rVue Holdings, Inc.)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller Sellers as follows thatfollows, as of the Effective Date date hereof and as of the ClosingClosing Date:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Dean Health Systems Inc), Stock Purchase Agreement (American Physicians Capital Inc)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, the Sellers as of the Effective Date and as of the ClosingClosing Date the following:
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Crescent Real Estate Equities Co), Purchase and Sale Agreement (Crescent Real Estate Equities Co)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. The Purchaser hereby represents and warrants to Seller as follows thatthe Seller, as of the Effective Date date hereof and as of the ClosingClosing Date, that:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Franklin Electric Co Inc), Stock Purchase Agreement (Tecumseh Products Co)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows thatwarrants, as of the Effective Date date hereof and as of the ClosingClosing Date, to Seller as follows:
Appears in 2 contracts
Samples: Purchase Agreement (Huntsman Polymers Corp), Purchase Agreement (Huntsman Packaging Corp)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Date date hereof and as of the ClosingClosing Date, as follows:
Appears in 2 contracts
Samples: Purchase Agreement (Safeguard Scientifics Inc), Asset Purchase Agreement (Wpi Group Inc)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows thatand Guarantors, as of the Effective Date date hereof and as of the ClosingClosing Date, and except as otherwise set forth on the Purchaser Disclosure Schedule, as follows:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Huron Consulting Group Inc.), Asset Purchase Agreement (Huron Consulting Group Inc.)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Date date hereof and as of the ClosingClosing Date:
Appears in 2 contracts
Samples: Universal Electronics Inc, Universal Electronics Inc
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of Sellers that at the Effective Execution Date and as of on the ClosingClosing Date:
Appears in 2 contracts
Samples: Share Purchase Agreement (Southeast Airport Group), Share Purchase Agreement (Southeast Airport Group)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to each Seller as follows that, as of the Effective Date date hereof and as of the ClosingClosing Date:
Appears in 2 contracts
Samples: Share Purchase Agreement, Share Purchase Agreement (Home Inns & Hotels Management Inc.)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Date and as of the ClosingClosing Date the following:
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Crescent Real Estate Equities Co), Purchase and Sale Agreement (Crescent Real Estate Equities Co)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Date and as of at the ClosingClosing that:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Upd Holding Corp.), Asset Purchase Agreement
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Date date hereof and as of the ClosingClosing as follows:
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Creek Road Miners, Inc.), Asset Purchase Agreement (Atlas Environmental Inc)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, that as of the Effective Date date of this Agreement and as of the ClosingClosing Date:
Appears in 2 contracts
Samples: Purchase Agreement (WMF Group LTD), Purchase Agreement (NHP Inc)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. The Purchaser hereby represents and warrants to the Seller on the date hereof and on each Closing Date as follows that, as of the Effective Date and as of the Closingfollows:
Appears in 2 contracts
Samples: Purchase and Master Lease Agreement (Novellus Systems Inc), Purchase and Master Lease Agreement (Novellus Systems Inc)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. As of the Effective Date and again on the Closing Date, the Purchaser hereby represents and warrants to the Seller as follows that, as of the Effective Date and as of the Closingfollows:
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Alabama Power Co), Purchase and Sale Agreement (Southern Power Co)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows thatSeller, as of the Effective Date date hereof and as of the ClosingClosing Date, that:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows thatand for the benefit of Seller, as of the Effective Date date hereof and the Closing Date, as of the Closingfollows:
Appears in 1 contract
Samples: Asset Purchase and Sale Agreement (Powersecure International, Inc.)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Date and as of the Closingeach Applicable Closing Date that:
Appears in 1 contract
Samples: Transaction Purchase and Sale Agreement (Flagstar Bancorp Inc)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to unto Seller as follows that, as of the Effective Date and as of the ClosingClosing Date as follows:
Appears in 1 contract
Samples: Purchase and Sale Agreement
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows thatSeller, as of the Effective Date date of this Agreement and as of the Closing, as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller effective as follows thatof the date hereof (unless another effective date is specified in this Article V), if the Closing occurs, as of the Effective Closing Date as if made at and as of the Closingsuch date, as follows:
Appears in 1 contract
Samples: Asset Purchase Agreement (Caseys General Stores Inc)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents represents, warrants and warrants to Seller as follows that, agrees for the benefit of the Sellers as of the Effective Date date hereof and as of the ClosingClosing Date as follows:
Appears in 1 contract
Samples: Asset Purchase Agreement (Flight International Group Inc)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. As of the date hereof and (except as otherwise expressly stated herein) as of the Closing Date, Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Date and as of the Closingfollows:
Appears in 1 contract
Samples: Asset Purchase Agreement
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Closing Date and as of the Closingthat:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PURCHASER. The Purchaser hereby represents and warrants to Seller the Sellers as follows that, as of the Effective Date date hereof and as of the ClosingClosing Date:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Execution Date and as of the ClosingClosing Date:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows thatthe Selling Parties, as of the Effective Date and Closing Date, as of the Closingfollows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, Sellers as of the Effective Date and Date, as of the Closingfollows:
Appears in 1 contract
Samples: Asset Transfer and Acquisition Agreement (Allmerica Financial Corp)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. As of the date hereof and, except as otherwise expressly provided, as of the Closing, Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Date and as of the Closingfollowing:
Appears in 1 contract
Samples: Asset Purchase Agreement
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows on the Closing Date that, as of the Effective Date and as of the Closing:
Appears in 1 contract
Samples: Purchase Agreement (Consumer Portfolio Services Inc)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, the matters set out below as of the Effective Date and as of the Closing:Closing Date.
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PURCHASER. 9.1 Purchaser hereby represents and warrants to Seller as follows that, Sellers that as of the Effective Date date hereof and as of the ClosingClosing Date:
Appears in 1 contract
Samples: Share Purchase Agreement (Avery Dennison Corporation)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser Purchaser, on behalf of itself and, if and where applicable, its Subsidiaries, hereby represents and warrants to Seller as follows that, as of the Effective Date date hereof and as of the ClosingClosing Date as follows:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows thatSellers, as of the Effective Date date hereof and as of the ClosingClosing Date, the following:
Appears in 1 contract
Samples: Bank Purchase and Assumption Agreement (Center Bancorp Inc)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Execution Date and as of the ClosingClosing Date that:
Appears in 1 contract
Samples: Asset Purchase Agreement
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, that as of the Effective Date and as of the at Closing:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows thatand Dynegy, as of the Effective Date and as of the ClosingClosing Date, as follows:
Appears in 1 contract
Samples: Asset Purchase Agreement (Dynegy Acquisition, Inc.)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows thatSellers, as of the Effective Date and as of the ClosingClosing Date:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PURCHASER. As a material inducement to Sellers to enter into this Agreement and consummate the transactions contemplated hereby, Purchaser hereby represents and warrants to Seller as follows that, Sellers as of the Effective Closing Date and as of the Closingfollows:
Appears in 1 contract
Samples: Asset Purchase Agreement (Industrial Services of America Inc)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. As of the date hereof and as of the Closing, Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Date and as of the Closingfollows:
Appears in 1 contract
Samples: Asset Purchase Agreement (Prestige Brands Holdings, Inc.)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. The Purchaser hereby represents and warrants to Seller as follows that, as of that on the Effective Date date hereof and as of on the ClosingClosing Date:
Appears in 1 contract
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows Sellers that, except as otherwise disclosed in the Terremark Documents (as defined below), the following is true and correct as of the Effective Date date hereof and as of the ClosingClosing Date:
Appears in 1 contract
Samples: Interest Purchase Agreement (Terremark Worldwide Inc)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows thatSeller, that as of the Effective Date date hereof, and as of the ClosingClosing Date, as follows:
Appears in 1 contract
Samples: Asset Purchase Agreement (Intercloud Systems, Inc.)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. The Purchaser hereby represents and warrants warrants, to Seller and for the benefit of the Seller, as follows that, as of the Effective Date date hereof and as of the ClosingClosing Date:
Appears in 1 contract
Samples: Asset Acquisition Agreement (Sweetwater Resources, Inc.)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Date and as of the ClosingClosing Date:
Appears in 1 contract
Samples: Asset Purchase Agreement (Edgewater Technology Inc/De/)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows thatSellers, as of the Effective Execution Date and as of the ClosingClosing Date, that:
Appears in 1 contract
Samples: Purchase and Sale Agreement (Advanced Emissions Solutions, Inc.)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows thatSeller, as of the Effective Date date hereof and as of the Closing, as follows:
Appears in 1 contract
Samples: Asset Purchase Agreement (Forma Therapeutics Holdings, Inc.,)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, and Holdco as of the Effective Date and as of the ClosingClosing the following:
Appears in 1 contract
Samples: Secondary Stock Purchase Agreement (Taylor Andrew C)
REPRESENTATIONS AND WARRANTIES OF PURCHASER. Purchaser hereby represents and warrants to Seller as follows that, as of the Effective Date date hereof and as of the ClosingClosing Date:
Appears in 1 contract
Samples: Exhibit 3 Stock Purchase Agreement (Horsham Enterprises LTD)
