Common use of Representations and Warranties; Performance Clause in Contracts

Representations and Warranties; Performance. Each of the representations and warranties made by the Purchaser herein will be true and correct in all material respects as of the Completion Date with the same effect as though made at that time except for changes contemplated, permitted or required by this Agreement; the Purchaser will have performed and complied with all agreements, covenants and conditions required by this Agreement to be performed and complied with by it prior to the Completion Date; and the Vendor will have received at the Closing a certificate of the Purchaser signed by the President and the Chief Financial Officer of the Purchaser stating that each of the representations and warranties made by the Purchaser herein is true and correct in all material respects as of the Closing except for changes contemplated, permitted or required by this Agreement and that the Purchaser has performed and complied with all agreements, covenants and conditions required by this Agreement to be performed and complied with by it prior to the Closing.

Representations and Warranties; Performance. Each of the ------------------------------------------- representations and warranties made by the Purchaser herein will be true and correct in all material respects as of the Completion Date Closing with the same effect as though made at that time except for changes contemplated, permitted permitted, or required by this Agreement; the Purchaser will have performed and complied with all agreements, covenants covenants, and conditions required by this Agreement to be performed and complied with by it prior to the Completion DateClosing; and the Vendor Seller will have received received, at the Closing Closing, a certificate of the Purchaser Purchaser, signed by the President and the Chief Financial Officer of the Purchaser Purchaser, stating that each of the representations and warranties made by the Purchaser herein is true and correct in all material respects as of the Closing except for changes contemplated, permitted permitted, or required by this Agreement and that the Purchaser has performed and complied with all agreements, covenants covenants, and conditions required by this Agreement to be performed and complied with by it prior to the Closing.

Representations and Warranties; Performance. Each of the representations and warranties made by the Purchaser herein will be true and correct in all material respects as of the Completion Date Closing with the same effect as though made at that time except for changes contemplated, permitted permitted, or required by this Agreement; the Purchaser will have performed and complied with all agreements, covenants covenants, and conditions required by this Agreement to be performed and complied with by it prior to the Completion DateClosing; and the Vendor Seller will have received received, at the Closing Closing, a certificate of the Purchaser Purchaser, signed by the President and the Secretary or the Chief Financial Officer of the Purchaser Purchaser, stating that each of the representations and warranties made by the Purchaser herein is true and correct in all material respects as of the Closing except for changes contemplated, permitted permitted, or required by this Agreement and that the Purchaser has performed and complied with all agreements, covenants covenants, and conditions required by this Agreement to be performed and complied with by it prior to the Closing.

Representations and Warranties; Performance. Each of the representations and warranties made herein by the Purchaser herein will shall be true and correct in all material respects as of the Completion Date Closing with the same effect as though made at that time except for changes contemplated, permitted or required by this Agreement; the Purchaser will have materially performed and complied with all agreements, covenants covenants, and conditions required by this Agreement to be performed and complied with by it prior to the Completion DateClosing; and the Vendor Sellers will have received received, at the Closing Closing, a certificate of the Purchaser Purchaser, signed by the President and the Chief Financial Officer an authorized officer of the Purchaser Purchaser, stating that each of the representations and warranties made herein by the Purchaser herein is true and correct in all material respects as of the Closing except for changes contemplated, permitted permitted, or required by this Agreement and that the Purchaser has materially performed and complied with all agreements, covenants covenants, and conditions required by this Agreement to be performed and complied with by it prior to the Closing.

Representations and Warranties; Performance. Each of the ------------------------------------------- representations and warranties made by the Purchaser Corporation herein will be true and correct in all material respects as of the Completion Date Closing with the same effect as though made at that time except for changes contemplated, permitted permitted, or required by this Agreement; Seller and the Purchaser Corporation will have performed and complied with all agreements, covenants covenants, and conditions required by this Agreement to be performed and complied with by it them prior to the Completion DateClosing; and the Vendor Purchaser will have received received, at the Closing Closing, a certificate of the Purchaser Corporation and Seller, signed by the President and the Chief Financial Officer of the Purchaser Corporation and Seller, stating that each of the representations and warranties made by the Purchaser Corporation herein is true and correct in all material respects as of the Closing except for changes contemplated, permitted permitted, or required by this Agreement and that Seller and the Purchaser has Corporation have performed and complied with all agreements, covenants covenants, and conditions required by this Agreement to be performed and complied with by it them prior to the Closing.

Representations and Warranties; Performance. Each of the ------------------------------------------- representations and warranties made by the Purchaser Seller herein will be true and correct in all material respects as of the Completion Date Closing with the same effect as though made at that time except for changes contemplated, permitted permitted, or required by this Agreement; the Purchaser Seller will have performed and complied with all agreements, covenants covenants, and conditions required by this Agreement to be performed and complied with by it prior to the Completion DateClosing; and the Vendor Purchaser will have received received, at the Closing Closing, a certificate of the Purchaser Seller, signed by the President and the Chief Financial Officer of the Purchaser Seller, stating that each of the representations and warranties made by the Purchaser Seller herein is true and correct in all material respects as of the Closing except for changes contemplated, permitted permitted, or required by this Agreement and that the Purchaser Seller has performed and complied with all agreements, covenants covenants, and conditions required by this Agreement to be performed and complied with by it them prior to the Closing.

Representations and Warranties; Performance. Each of the representations and warranties made by the Purchaser Company herein will be true and correct in all material respects as of the Completion Date Closing with the same effect as though made at that time except for changes contemplated, permitted permitted, or required by this Agreement; the Purchaser Seller and tile Company will have performed and complied with all agreements, covenants covenants, and conditions required by this Agreement to be performed and complied with by it them prior to the Completion DateClosing; and the Vendor Buyer will have received received, at the Closing Closing, a certificate of the Purchaser Company and Seller, signed by the President and the Chief Financial Officer of the Purchaser Company and Seller, stating that each of the representations and warranties made by the Purchaser Company herein is true and correct in all material respects as of the Closing except for changes contemplated, permitted permitted, or required by this Agreement and that Seller and the Purchaser has Company have performed and complied with all agreements, covenants covenants, and conditions required by this Agreement to be performed and complied with by it them prior to the Closing.

Representations and Warranties; Performance. Each of the representations and warranties made by the Purchaser herein will be true and correct in all material respects as of the Completion Date Closing with the same effect as though made at that time except for changes contemplated, permitted permitted, or required by this Agreement; the Purchaser will have performed and complied with all agreements, covenants covenants, and conditions required by this Agreement to be performed and complied with by it prior to the Completion Date; and the Vendor Xx. Xxxxx, Xx. Xxxxx and Xx. Xxxxx will have received received, at the Closing Completion Date, a certificate of the Purchaser Purchaser, signed by the President and the Chief Financial Officer of the Purchaser Purchaser, stating that each of the representations and warranties made by the Purchaser herein is true and correct in all material respects as of the Closing Completion Date except for changes contemplated, permitted permitted, or required by this Agreement and that the Purchaser has performed and complied with all agreements, covenants covenants, and conditions required by this Agreement to be performed and complied with by it prior to the ClosingCompletion Date.

Representations and Warranties; Performance. Each of the ---------------------------------------------- representations and warranties made by the Purchaser herein will be true and ------ correct in all material respects as of the Completion Date Closing with the same effect as though made at that time except for changes contemplated, permitted or required by this Agreement; the Purchaser will have performed and complied with all agreements, covenants and conditions required by this Agreement to be performed and complied with by it prior to the Completion DateClosing; and the Vendor Seller will have received received, at the Closing Closing, a certificate of the Purchaser Purchaser, signed by the President and the Chief Financial Officer of the Purchaser Purchaser, stating that each of the representations and warranties made by the Purchaser herein is true and correct in all material respects as of the Closing except for changes contemplated, permitted or required by this Agreement and that the Purchaser has performed and complied with all agreements, covenants and conditions required by this Agreement to be performed and complied with by it prior to the Closing.

Representations and Warranties; Performance. Each of the representations ---------------------------------------------- Representations and warranties made by the Purchaser herein will be true and correct in all material respects as of the Completion Date Closing with the same effect as though made at that time except for changes contemplated, permitted or required by this Agreement; the Purchaser will have performed and complied with all agreements, covenants covenants, and conditions required by this Agreement to be performed and complied with by it them prior to the Completion DateClosing; and the Vendor Seller will have received received, at the Closing Closing, a certificate of the Purchaser Purchaser, signed by the President and the Chief Financial Officer of the Purchaser Purchaser, stating that each of the representations and warranties made by the Purchaser herein is true and correct in all material respects as of the Closing Closing, except for changes contemplated, permitted or required by this Agreement Agreement, and that the Purchaser has performed and complied with all agreements, covenants and conditions required by this Agreement to be performed and complied with by it them prior to the Closing.

Representations and Warranties; Performance. Each of the representations and warranties made by the Purchaser Company and Shareholder herein will be true and correct in all material respects as of the Completion Date Closing with the same effect as though made at that time except for changes contemplated, permitted permitted, or required by this Agreement; Shareholder and the Purchaser Company will have performed and complied with all agreements, covenants covenants, and conditions required by this Agreement to be performed and complied with by it them prior to the Completion DateClosing; and the Vendor Netivation will have received received, at the Closing Closing, a certificate of the Purchaser signed by Company and Shareholder, in the President and the Chief Financial Officer of the Purchaser form attached hereto as Exhibit 8.1, stating that each of the representations and warranties made by the Purchaser Company and Shareholder herein is are true and correct in all material respects as of the Closing except for changes contemplated, permitted permitted, or required by this Agreement and that Shareholder and the Purchaser has Company have performed and complied with all agreements, covenants covenants, and conditions required by this Agreement to be performed and complied with by it them prior to the Closing.

Representations and Warranties; Performance. Each of the representations and warranties made by the Purchaser Buyer herein will be true and correct in all material respects as of the Completion Date Closing with the same effect as though made at that time except for changes contemplated, permitted permitted, or required by this Agreement; the Purchaser Buyer will have performed and complied with all agreements, covenants covenants, and conditions required by this Agreement to be performed and complied with by it prior to the Completion DateClosing; and the Vendor Seller will have received received, at the Closing Closing, a certificate of the Purchaser Buyer, signed by the President and the Chief Financial Officer of the Purchaser Buyer, stating that each of the representations and warranties made by the Purchaser Buyer herein is true and correct in all material respects as of the Closing except for changes contemplated, permitted permitted, or required by this Agreement and that the Purchaser Buyer has performed and complied with all agreements, covenants covenants, and conditions required by this Agreement to be performed and complied with by it prior to the Closing.

Representations and Warranties; Performance. Each of the representations and warranties made by the Purchaser herein will be true and correct in all material respects as of the Completion Date Closing with the same effect as though made at that time except for changes contemplated, permitted permitted, or required by this Agreement; the Purchaser will have performed and complied with all agreements, covenants covenants, and conditions required by this Agreement to be performed and complied with by it prior to the Completion DateClosing; and the Vendor Seller will have received received, at the Closing Closing, a certificate of the Purchaser Purchaser, signed by the President and the Chief Financial Officer of the Purchaser Purchaser, stating that each of the representations and warranties made by the Purchaser herein is true and correct in all material respects as of the Closing except for changes contemplated, permitted permitted, or required by this Agreement and that the Purchaser has performed and complied with all agreements, covenants covenants, and conditions required by this Agreement to be performed and complied with by it prior to the Closing.

Representations and Warranties; Performance. Each of the representations Representations and warranties made by the Purchaser herein will be true and correct in all material respects as of the Completion Date Closing with the same effect as though made at that time except for changes contemplated, permitted or required by this Agreement; the Purchaser will have performed and complied with all agreements, covenants covenants, and conditions required by this Agreement to be performed and complied with by it them prior to the Completion DateClosing; and the Vendor each of Seller and Lender will have received received, at the Closing Closing, a certificate of Purchaser in the Purchaser form of Exhibit K, signed by the President and the Chief Financial Officer or other authorized agent of the Purchaser Purchaser, stating that each of the representations and warranties made by the Purchaser herein is true and correct in all material respects as of the Closing Closing, except for changes contemplated, permitted or required by this Agreement Agreement, and that the Purchaser has performed and complied with all agreements, covenants and conditions required by this Agreement to be performed and complied with by it them prior to the Closing.