Common use of Representations and Warranties True; Performance of Obligations Clause in Contracts

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the Closing Date with the same force and effect as if they had been made as of the Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the Closing Date with the same force and effect as if they had been made as of the Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of at the Closing Date with the same force and effect as if they had been made on and as of the Closing Date, said date; and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the Closing Date with the same force and effect as if they had been made as of the Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the Closing Date with the same force and effect as if they had been made as of the Closing DateClosing, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the Closing Date with the same force and effect as if they had been made as of the Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 4 hereof shall be true and correct in all material respects as of the Subsequent Closing Date with the same force and effect as if they had been made as of the Subsequent Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the ClosingSubsequent Closing Date.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof herein shall be true and correct in all material respects as of on the Closing Date with the same force and effect as if they had been made on and as of the Closing Date, same date; and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the Closingsuch Closing Date.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the First Closing Date with the same force and effect as if they had been made as of the First Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the First Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 2 hereof shall be true and correct in all material respects as of the Closing Date with the same force and effect as if they had been made as of the Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the Closing Date with the same force and effect as if they had been made as of the Closing Date. As of the Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of on the Closing Date with the same force and effect as if they had been made on and as of the Closing Datesaid date, and the Company shall have performed and complied with all obligations and conditions herein required to be performed or observed complied with by it on or prior to the Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of at the First Closing Date with the same force and effect as if they had been made as of the Closing Datesuch date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the First Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the Closing Date with the same force and effect as if they had been made as of the such Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the such Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company and the Langs in Section 3 hereof hereof, and the representations and warranties made by each Shareholder in Section 4 hereof, shall be true and correct in all material respects as of the Closing Date with the same force and effect as if they had been made as of the Closing Date, and the Company and each of the Shareholders shall have performed all obligations and conditions herein required to be performed or observed by it each of them on or prior to the Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the First Closing Date with the same force and effect as if they had been made as of the First Closing Date, and the . The Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as on the date of the Closing Date with the same force and effect as if they had been made as of the Closing Date, Agreement and the Company shall have performed and complied with all obligations and conditions herein required to be performed or observed complied with by it on or prior to the Closing, and a Certificate duly executed by an officer of the Company, to the effect of the foregoing, shall be delivered to BD.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of at the Closing Date with the same force and effect as if they had been made on and as of said date. Except as described in or contemplated by the Closing DatePlacement Memorandum, the business, assets, financial condition and results of operations of the Company shall not have been adversely affected in any material way prior to the Closing. The Company shall have performed in all material respects all obligations and conditions herein required to be performed or observed by it on or prior to the Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects (except for such representations and warranties that are qualified as to materiality, material adverse effect or material adverse change which shall be true and correct in all respects) as of the Initial Closing Date with the same force and effect as if they had been made as of the Initial Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the ClosingInitial Closing Date.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of on the Closing Date with the same force and effect as if they had been made on and as of said date; the business, assets, financial condition and results of operations of the Company shall not have been adversely affected in any material way prior to the Closing Date, ; and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the ClosingClosing Date.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the such Closing Date with the same force and effect as if they had been made as of the such Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the Closingsuch Closing Date.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the Closing Date with the same force and effect as if they had been made as of the Closing DateClosing, and the Company shall have performed and complied with all obligations and conditions herein required to be performed or observed complied with by it on or prior to the Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the Closing Date with the same force and effect as if they had been made as of the Closing Dateon such date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the Second Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of on the Closing Date with the same force and effect as if they had been made on and as of the Closing Date, said date and the Company shall have performed and complied with all obligations and conditions herein required to be performed or observed complied with by it on or prior to the Closing, and a Certificate duly executed by an officer of the Company. to the effect of the foregoing, shall be delivered to Pfizer.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as on the date of the First Closing Date with the same force and effect as if they had been made on and as of said date; the Closing Date, business and assets of the Company shall not have been adversely affected in any material way prior to the First Closing; and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the First Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 (excepting Section 3.5(b)) hereof shall be true and correct in all material respects as of the Closing Date with the same force and effect as if they had been made as of the Closing DateClosing, and the Company shall have performed and complied with all obligations and conditions herein required to be performed or observed complied with by it on or prior to the Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the each Closing Date with the same force and effect as if they had been made as of the Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 4 hereof shall be true and correct in all material respects as of the Closing Date with the same force and effect as if they had been made as of the each such Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the Initial Closing Date with the same force and effect as if they had been made as of the Initial Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section SECTION 3 hereof shall be true and correct in all material respects as of the Closing Date with the same force and effect as if they had been made as of the Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 (excepting Sections 3.6(b) and 3.9) hereof shall be true and correct in all material respects as of the Closing Date with the same force and effect as if they had been made as of the Closing DateClosing, and the Company shall have performed and complied with all obligations and conditions herein required to be performed or observed complied with by it on or prior to the Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the Closing Date with the same force and effect as if they had been made as of the Closing Date, and the Company shall have performed and complied with all obligations agreements and conditions herein required to be performed or observed complied with by it on or prior to the Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as on the date of the Closing Date with the same force and effect as if they had been made on and as of said date; the Closing Date, business and assets of the Company shall not have been adversely affected in any material way prior to the Closing; and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 2 hereof shall be true and correct in all material respects as of on the Closing Date with the same force and effect as if they had been made on and as of the Closing Datesaid date, and the Company shall have performed and complied with all obligations and conditions herein required to be performed or observed complied with by it on or prior to the Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the Closing Date with the same force and effect as if they had been made as of the Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the ClosingClosing Date.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section Sections 3 and 6.13 hereof shall be true and correct in all material respects as of the First Closing Date with the same force and effect as if they had been made as of the such First Closing Date, and the Company shall have performed and complied with all obligations agreements and conditions herein required to be performed or observed complied with by it on or prior to before the First Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company Corporation in Section 3 hereof shall be true and correct in all material respects as of the Closing Date with the same force and effect as if they had been made as of the Closing Date, and the Company Corporation shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 -11- hereof shall be true and correct in all material respects as of the Closing Date with the same force and effect as if they had been made as of the Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section Sections 3 hereof shall be true and correct in all material respects as of the Closing Date with the same force and effect as if they had been made as of the such Closing Date, and the Company shall have performed and complied with all obligations agreements and conditions herein required to be performed or observed complied with by it on or prior to before the Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 2 hereof shall be true and correct in all material respects as of on the Closing Date with the same force and effect as if they had been made on and as of the Closing Date, said date; and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof as modified by the Schedule of Exceptions shall be true and correct in all material respects as of the Closing Date with the same force and effect as if they had been made as of the Closing Date, and the . The Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as on the date of the Second Closing Date with the same force and effect as if they had been made on and as of said date; the Closing Date, business and assets of the Company shall not have been adversely affected in any material way prior to the Second Closing; and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the Second Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be 13 true and correct in all material respects as of the Closing Date with the same force and effect as if they had been made as of the Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as of the First Closing Date with the same force and effect as if they had been made as of the such First Closing Date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the First Closing.

Representations and Warranties True; Performance of Obligations. The representations and warranties made by the Company in Section 3 hereof shall be true and correct in all material respects as at the date of the Closing Date with the same force and effect as if they had been made on and as of the Closing Datesuch date, and the Company shall have performed all obligations and conditions herein required to be performed or observed by it on or prior to the Closing.